Recent SENS announcements

Finalisation of salient dates for the name change RAND MERCHANT INSURANCE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) ISIN: ZAE000153102 JSE ordinary share code: RMI ("RMI" or "the company") FINALISATION OF SALIENT DATES FOR THE NAME CHANGE Shareholders are referred to the announcement released on the Stock Exchange News Service ("SENS") on Monday, 23 November 2015 advising, inter alia, that the special resolution to approve the change of the company's name from "Rand Merchant Insurance Holdings Limited" to "Rand Merchant Investment Holdings Limited" was approved by the requisite majority of votes at the annual general meeting of shareholders held on Friday, 20 November 2015. This special resolution has been registered with the Companies and Intellectual Property Commission and there are no further conditions precedent outstanding. The salient dates for the name change, as announced on SENS on Friday, 23 October 2015, therefore still apply as follows: 2016 Last day to trade under the old name "Rand Merchant Insurance Holdings Limited" Friday, 22 January Trade under the new name "Rand Merchant Investment Holdings Limited" under the JSE share code "RMI" and new ISIN code ZAE000210688 from commencement of trading on Monday, 25 January Record date in respect of the name change Friday, 29 January New share certificates reflecting the change of name posted by registered post to certificated shareholders who have surrendered their documents of title on or before 12:00 on the record date or within five business days of surrender thereof if received after 12:00 on the record date on Monday, 1 February Dematerialised shareholders' accounts updated with the name change by their CSDP/broker on Monday, 1 February Sandton 15 January 2016 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 15/01/2016 10:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Report on proceedings at the annual general meeting and change in significant functions of a director RAND MERCHANT INSURANCE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) ISIN: ZAE000153102 JSE ordinary share code: RMI ("RMI" or "the company") REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING AND CHANGE IN SIGNIFICANT FUNCTIONS OF A DIRECTOR 1. Report on proceedings at the annual general meeting At the fifth annual general meeting ("AGM") of the shareholders of RMI held on Friday, 20 November 2015, all the ordinary and special resolutions proposed at the meeting were approved by the requisite majority of votes. In this regard, RMI confirms the voting statistics from the AGM as follows: Shares voted Shares abstained Votes carried disclosed as a disclosed as a disclosed as a percentage in relation to the total Number of percentage in percentage in number of shares voted at the shares voted relation to the total relation to the total meeting issued share capital* issued share capital* Resolutions For Against Ordinary resolutions 1. Re-election of directors 1.1 Lauritz Lanser Dippenaar 97.43% 2.57% 1 257 370 456 84.63% 0.08% 1.2 Jan Willem Dreyer 99.90% 0.10% 1 257 370 456 84.63% 0.08% 1.3 Jan Jonathan Durand 97.24% 2.76% 1 257 370 456 84.63% 0.08% 1.4 Paul Kenneth Harris 97.44% 2.56% 1 257 370 456 84.63% 0.08% 1.5 Obakeng Phetwe 99.43% 0.57% 1 257 370 456 84.63% 0.08% 2. Approval of remuneration policy 84.92% 15.08% 1 257 367 770 84.63% 0.08% 3. Place 15% of the authorised but unissued ordinary 80.01% 19.99% 1 257 370 456 84.63% 0.08% shares under the control of the directors 4. General authority to issue ordinary shares for cash 78.79% 21.21% 1 257 370 456 84.63% 0.08% 5. Approval of re-appointment of auditor 99.99% 0.01% 1 257 370 456 84.63% 0.08% 6. Appointment of the company's audit and risk committee members 6.1 Sonja Emilia Ncumisa De Bruyn Sebotsa 99.32% 0.68% 1 257 370 456 84.63% 0.08% 6.2 Jan Willem Dreyer 99.33% 0.67% 1 257 370 456 84.63% 0.08% 6.3 Per-Erik Lagerstrom 96.01% 3.99% 1 257 370 456 84.63% 0.08% Special resolutions 1. Approval of non-executive directors' remuneration 99.99% 0.01% 1 256 510 115 84.58% 0.13% with effect from 1 December 2015 2. General authority to repurchase company shares 98.40% 1.60% 1 256 831 041 84.60% 0.11% 3. Financial assistance to directors, prescribed officers, employee share scheme beneficiaries and related or 95.26% 4.74% 1 255 313 054 84.50% 0.21% interrelated companies 4. Change of the company's name 99.99% 0.01% 1 257 370 456 84.63% 0.08% 5. Creation of an additional class of authorised shares 99.85% 0.15% 1 256 510 115 84.58% 0.13% 6. Adoption of a revised memorandum of incorporation 93.00% 7.00% 1 257 049 530 84.61% 0.10% *Total issued share capital is 1 485 688 346 ordinary shares. The special resolutions will, where necessary, be lodged for registration with the Companies and Intellectual Property Commission in due course. 2. Change in significant functions of a director Mr Johan Burger resigned from the audit and risk committee and the social, ethics and transformation committee of RMI on 20 November 2015. As per ordinary resolution 6.3 above, Mr Per-Erik Lagerstrom was appointed to the audit and risk committee of RMI at the AGM. He also joined the social, ethics and transformation committee of RMI effective from 20 November 2015. Sandton 23 November 2015 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 23/11/2015 02:10:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

No change statement and notice of the annual general meeting RAND MERCHANT INSURANCE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) ISIN: ZAE000153102 JSE ordinary share code: RMI ("RMI" or "the company") NO CHANGE STATEMENT AND NOTICE OF THE ANNUAL GENERAL MEETING 1. No change statement With regard to the audited results for the year ended 30 June 2015, shareholders are advised that the annual integrated report is scheduled to be distributed to shareholders today, 23 October 2015 and contains no modifications to the audited results which were published on the Stock Exchange News Service ("SENS") on 11 September 2015. 2. Notice of the annual general meeting Notice is hereby given that the fifth annual general meeting of shareholders will be held in the boardroom, 3rd floor, 2 Merchant Place, corner Fredman Drive and Rivonia Road, Sandton on Friday, 20 November 2015 at 11:00 to transact the business as stated in the notice of annual general meeting forming part of the annual integrated report. 2.1 Salient dates 2015 Record date to determine which shareholders are entitled to receive the notice of Friday, 16 October annual general meeting Last day to trade in order to be eligible Friday, 6 November to attend and vote at the annual general meeting Record date to determine which shareholders are entitled to attend and vote at the Friday, 13 November annual general meeting Forms of proxy for the annual general Wednesday, 18 November meeting to be lodged by 11:00 on* *any proxies not lodged by this time must be handed to the chairman of the annual general meeting immediately prior to the annual general meeting. 2.2 Change of the company's name It is proposed as special resolution number 4 of the notice of annual general meeting that RMI's name be changed from "Rand Merchant Insurance Holdings Limited" to "Rand Merchant Investment Holdings Limited". The new name better reflects RMI's updated investment strategy. Expected salient dates in respect of the change of the company's name Results of annual general meeting released on SENS Monday, 23 November 2015 Finalisation date and announcement confirming that the name change has become effective released on SENS Friday, 15 January 2016 Last day to trade under the old name "Rand Merchant Insurance Holdings Limited" Friday, 22 January 2016 Trade under the new name "Rand Merchant Investment Holdings Limited" under the JSE share code "RMI" and new ISIN code ZAE000210688 from commencement of trading on Monday, 25 January 2016 Record date in respect of the name change Friday, 29 January 2016 New share certificates reflecting the change of name posted by registered post to certificated shareholders who have surrendered their documents of title on or before 12:00 on the record date or within five business days of surrender thereof if received after 12:00 on the record date on Monday, 1 February 2016 Dematerialised shareholders' accounts updated with the name change by their CSDP/broker on Monday, 1 February 2016 2.3 Creation of an additional class of authorised shares It is proposed as special resolution number 5 of the notice of annual general meeting to create an additional class of 100 million unlisted, redeemable no par value preference shares to implement and give effect to the company's proposed R15 billion Domestic Medium-Term Note and Preference Share Programme. 2.4 Adoption of a revised Memorandum of Incorporation ("MOI") It is proposed as special resolution number 6 of the notice of annual general meeting to adopt a revised MOI to give effect to the change of the company's name (special resolution number 4) and the creation of an additional class of authorised shares (special resolution number 5). Sandton 23 October 2015 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 23/10/2015 02:48:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Summarised, audited results announcement and cash dividend declaration for the year ended 30 June 2015 RAND MERCHANT INSURANCE HOLDINGS LIMITED (RMI) Registration number: 2010/005770/06 JSE ordinary share code: RMI ISIN code: ZAE000153102 Summarised, audited results announcement and cash dividend declaration for the year ended 30 June 2015 Key highlights Normalised earnings +5% to 212.7 cents Ordinary dividend +7% to 116.0 cents Headline earnings +13% to 219.8 cents Share price +30% to 4 247 cents Overview of results Introduction Rand Merchant Insurance Holdings Limited (RMI) is an investment holding company with an investment team of experienced, alternative thinking, financial services specialists who actively partner smart and industry-changing people by being a shareholder of influence. RMI's investments include Discovery Limited (Discovery), MMI Holdings Limited (MMI), OUTsurance Holdings Limited (OUTsurance) and RMB-SI Investments Proprietary Limited (RMBSI). During the year under review, the existing portfolio of traditional financial services assets was expanded to include an asset management initiative, which will only have an impact on the group's results from the 2016 financial year. Subsequent to year-end, RMI also made its first investment in an early-stage next generation financial services business, Merchant Capital. This results announcement should be read together with the 2015 results presentation, which is available on RMI's website at www.rmih.co.za. Economic environment The economic environment for the financial year under review remained challenging and was characterised by: - equity market performance that was significantly lower than the long-term expected return; - a subdued domestic growth outlook amid continued electricity supply constraints, weak foreign demand and low business and consumer confidence; - an increase in debt service costs, high unemployment levels and moderating levels of income growth; - heightened uncertainty relating to the debt crisis in Greece and a decline in the economic growth prospects of China; and - a gradual economic recovery in the United States with the prospect of rising interest rates, which resulted in a decline in capital inflows and currency weakness in economies with current account deficits like South Africa's. The South African central bank increased the repo rate by 25 basis points to 6.0% in July 2015 due to the upside risk to inflation. The South African economy remains vulnerable to a more aggressive hiking cycle should there be a further slowdown or reversal of capital inflows. Commodity prices are expected to remain well below levels that prevailed in the previous decade and economic performance needs to be driven by structural reform. Summary of results Notwithstanding the challenging economic environment, the group delivered a pleasing operational, yet mixed financial performance for the year under review. In what has been an active year across acquisitions and new partnerships/initiatives, Discovery delivered excellent growth in normalised earnings. The mature businesses showed strong cash generation and its new initiatives are experiencing exciting growth prospects. MMI's earnings growth was restricted by significant investments into growth initiatives. The Momentum Employee Benefits business continued its growth trajectory and Metropolitan Retail delivered strong results. The group is well capitalised and the strategic repositioning is progressing well. Australia experienced the worst weather conditions in terms of the frequency of natural catastrophe events in the past decade, which resulted in a significant increase in the claims ratio and a reduction in profit from OUTsurance's Australian operation, Youi. However, Youi Australia continued to grow its market share, with a 33% increase in gross premium income. Although the South African operations performed well, the reduction in profit from Australia, together with the start-up losses incurred by Youi New Zealand, contributed to a 4% decline in normalised earnings from OUTsurance. RMBSI invested in two new initiatives and established risk finance and credit insurance businesses which should contribute to earnings in the next financial year. In the year under review, however, RMBSI experienced a reduction in investment income earned from a large corporate policy. The total normalised earnings of RMI's investee companies for the year under review are listed in the table below, with further information on each company's performance provided below. Audited % R million 2015 2014 change Discovery 4 027 3 457 16 MMI 3 836 3 621 6 OUTsurance 1 388 1 448 (4) RMBSI 82 101 (19) The consolidated group normalised earnings for the year ended 30 June 2015 amounted to R3.16 billion, an increase of 5% on the comparative year. The table below provides a breakdown of this number: Audited % R million 2015 2014 change Discovery 1 012 866 17 MMI 956 899 6 OUTsurance 1 166 1 219 (4) RMBSI 64 78 (18) Total normalised earnings from investee companies 3 198 3 062 4 Funding and holding company costs (38) (40) 5 NORMALISED EARNINGS 3 160 3 022 5 NORMALISED EARNINGS PER SHARE (CENTS) 212.7 203.4 5 The funding and holding company costs include the funding and operational expenses carried at the RMI centre. This number also includes the underwriting income of R44 million after tax that RMI earned on the Discovery rights issue offer in April 2015. Funding costs increased due to the additional R1.25 billion in cumulative, redeemable preference shares issued to fund the additional shares taken up in Discovery as part of its rights issue offer. RMI regards normalised earnings as the appropriate basis to evaluate business performance as it eliminates the impact of non-recurring items and accounting anomalies. A reconciliation of the adjustments made to derive normalised earnings is presented in the accompanying schedules. Market value of investments During the 2015 financial year, RMI's share price increased by 30%. RMI has delivered a total annual compounded return to shareholders of 43% over the past four years. The individual investment performances during the year under review are outlined below: - Discovery's share price increased by 30%. This, together with RMI's additional investment of R1.25 billion in Discovery shares as part of the rights issue offer, resulted in a total increase of 42% in the market value of RMI's investment in Discovery; - MMI's market capitalisation increased by 15%, with a dividend yield of 5.2% (based on an assumed share price of R30); - On a "look-through" basis, the market value attributed to RMI's interests in OUTsurance (83.4% held) and RMBSI (76.4% held) increased by 32% to R31.9 billion; and - RMI has not attributed a value to the asset management initiative as at 30 June 2015, as the business is in its infancy. The market values of RMI's investments are summarised in the table below: % R million 2015 2014 change Market value of interest in: - Discovery 20 481 14 383 42 - MMI 11 849 10 302 15 Market value of listed investments 32 330 24 685 31 Implied market value of unlisted investments 31 875 24 075 32 Gross market value of portfolio 64 205 48 760 32 Net liabilities of holding company (1 108) (59) amp;gt;(100) RMI MARKET CAPITALISATION 63 097 48 701 30 RMI CLOSING SHARE PRICE (CENTS) 4 247 3 278 30 The movement in the net liabilities of the holding company is a combination of raising R1.25 billion additional debt and retaining the R196 million special dividend received from MMI in October 2014. Final dividend payment The policy of paying out all dividends received from underlying investments, after servicing any funding commitments at holding company level and considering RMI's debt capacity and investment pipeline, remains in place. The board is of the opinion that RMI is adequately capitalised at this stage and that the company will be able to meet its obligations in the foreseeable future after payment of the final dividend declared below. The board resolved to declare a final dividend of 64.0 cents per ordinary share. The total dividend for the year of 116.0 cents (2014: 108.0 cents) per ordinary share is covered 1.8 times (2014: 1.9 times) by the normalised earnings of 212.7 cents (2014: 203.4 cents) per share. Shareholders are referred to the dividend declaration forming part of this announcement regarding the applicability of Dividend Withholding Tax to the ordinary dividend. Strategy and outlook Existing portfolio Growth in new business volumes and profit at RMI's existing investments will be impacted by several factors in the South African economy, including GDP growth, disposable income and employment levels. The 2016 financial year is anticipated to be challenging, with GDP growth expected to remain low due to both demand weakness and supply side constraints, particularly in respect of electricity. If the US recovery emerges as expected, interest rates in South Africa may increase, which will place further pressure on the consumer. Unemployment is trending upwards, with retrenchments already announced in the mining and construction sectors. However, RMI believes that its investee companies have appropriate strategies in place to produce resilient operational performances against the increasingly difficult economic backdrop. Discovery is expected to continue on its growth path through a number of exciting local initiatives and global momentum through Vitality and the Discovery Partner Markets. MMI has increased its focus on efficiencies by identifying specific cost-saving initiatives, while continuing to pursue topline growth. Plans and processes are being executed to optimise structures, distribution channels and solutions, focusing on innovation and collaboration. OUTsurance believes that the growth opportunities available in the Australasian market present the group with good growth potential over the medium term. In the mature South African personal lines business, OUTsurance will continue to focus on its key strategic imperatives to protect its share of the profitability of the market. Premium inflation is forecast to normalise to general inflationary levels, but remains vulnerable to material currency movements. The main strategic growth driver in the South African market is the expansion of the commercial insurance sales footprint. The incremental roll-out of this strategy will commence in the next financial year. OUTsurance also recognises the potential disruptive impact which the broader use of telematics devices may have on the global vehicle insurance market and is in the process of refining its strategy to respond and be prepared for structural changes in the vehicle insurance market. RMBSI continues to focus on a diversified business strategy to bolster its retainer base income on the back of the more traditional insurance business. This continues to bear fruit and the business mix is trending in the right direction. New investments As previously outlined to the market, in addition to its active involvement in the existing portfolio, RMI plans to expand its investment portfolio through opportunities across a wide spectrum of scale and life cycles of financial services businesses. Traditional financial services RMI is evaluating the potential of adding a significant "traditional" financial services business, which can create a fifth pillar in the portfolio. Although the investment team has evaluated a number of local and international opportunities, there is no imminent activity in this area of focus. Asset management RMI's asset management business is successfully gaining traction. RMI Investment Managers will establish, grow and partner with world-class asset managers and investment teams. RMI Investment Managers will be a strategic, minority investor in independent asset management businesses and is pleased to announce that heads of agreement are in place to be a strategic partner of, and shareholder in, active managers NorthStar, Perpetua and Tantalum and passive manager CoreShares. The team will continue to partner with other outstanding independent managers. Subsequent to year-end, the fixed income team from Cadiz Asset Management was also brought on board. They will focus on building the team's multi-asset fixed income capabilities. RMI Investment Managers will continue to partner with specialist teams in other asset class capabilities, providing an autonomous and entrepreneurial environment in which to work. Finally, the team also secured important distribution strength through an agreement with its distribution partner, MMI, who will invest alongside RMI Investment Managers and assist the team to raise the market profile and asset gathering capabilities of its partner managers and specialist teams. Next generation financial services RMI has recognised that the core business of its underlying portfolio companies is now, more than ever, being influenced by new, disruptive ventures given the rise of shaping forces such as technology, social media and the millennial generation. As a result, RMI is actively seeking to fund and scale new and disruptive business models. In order to facilitate this, RMI launched its next generation business platform, AlphaCode, to help identify and enable investments that could change the landscape of the financial services industry. AlphaCode is a development hub, supported by a physical workspace and virtual platform, which seeks to create a next generation financial services ecosystem by bringing together entrepreneurs, intrapreneurs, industry experts and thought leaders to connect, share knowledge and shape the industry. Subsequent to year-end, RMI made its first investment in a disruptive, next generation financial services business by taking a 25.1% stake in Merchant Capital, a provider of alternative sources of working capital for small and medium enterprises (SMEs) in South Africa. Merchant Capital was founded in 2012 in response to the lack of funding options available to SMEs. Using innovative technology, Merchant Capital's model allows its clients to repay their loans based on the cyclical nature of their businesses. For and on behalf of the board. GT Ferreira HL Bosman Chairman Chief executive officer Sandton 11 September 2015 Cash dividend declaration Final cash dividend Notice is hereby given that a gross final dividend of 64.0 cents per ordinary share, payable out of income reserves, was declared on 11 September 2015 in respect of the year ended 30 June 2015. The dividend will be subject to Dividend Withholding Tax at a rate of 15%, which will result in a net dividend of 54.4 cents per ordinary share for those shareholders who are not exempt. The company's tax reference number is 9469/826/16/9. Its issued share capital at the declaration date comprises 1 485 688 346 ordinary shares, 648 001 cumulative, redeemable par value preference shares and 1 250 000 cumulative, redeemable no par value preference shares. Shareholders' attention is drawn to the following important dates: - Last day to trade in order to participate in the dividend Friday, 2 October 2015 - Shares commence trading "ex dividend" on Monday, 5 October 2015 - The record date for the dividend payment will be Friday, 9 October 2015 - Dividend payment date Monday, 12 October 2015 No de-materialisation or re-materialisation of share certificates may be done between Monday, 5 October 2015 and Friday, 9 October 2015 (both days inclusive). By order of the board. JS Human Company secretary Sandton 11 September 2015 Review of investment performance Discovery Discovery services the healthcare funding and insurance markets in South Africa, the United Kingdom, China, Singapore, Australia and the United States. It is a pre-eminent developer of integrated financial services products and operates under the Discovery Health, Discovery Life, Discovery Insure, Discovery Invest, Discovery Vitality, VitalityHealth, VitalityLife and Ping An Health brand names. In November 2014, Discovery acquired the remaining 25% shareholding in Prudential Health Holdings Limited from Prudential Assurance Company (Prudential) for GBP155 million (R2 790 million). Following this acquisition, PruHealth and PruProtect have been rebranded as VitalityHealth and VitalityLife respectively. Discovery also paid USD5 million (R54 million) to acquire Humana's 25% shareholding in The Vitality Group LLC. Both of these acquisitions were concluded based on put options granted to Prudential and Humana during the 2011 financial year, which entitled them to sell their remaining interests in these entities at fair value to Discovery at contracted dates. Since 2011, Discovery carried the present value of the estimated purchase price as a financial liability in its statement of financial position. The difference between the carrying value of this financial liability and the purchase price paid by Discovery resulted in a fair value profit of R1 661 million, which was included in Discovery's earnings attributable to ordinary shareholders and headline earnings for the year ended 30 June 2015, but was excluded from normalised headline earnings. Discovery produced strong results for the year to 30 June 2015 and some of the financial highlights include: - Normalised headline earnings increased by 16% to R4 billion, with diluted normalised headline earnings per share increasing by 14%; - New business grew by 51% to R17.5 billion, which includes R4.2 billion in respect of the Bankmed Medical Scheme; - Gross inflows under management increased by 15% to R89.5 billion; - Discovery achieved growth in embedded value of 21% to R52.3 billion, with a return on embedded value of 12.4%; and - The total dividend for the year increased by 16% to 174.5 cents per share. Discovery Health's operating profit before tax increased by 10% to R2 billion after continued efficiencies were passed on to the medical scheme through a planned, scale-related discount, which assisted the medical scheme to reach a solvency ratio of 25.8% as at 30 June 2015. New business grew by 92% to R9.6 billion including Bankmed and by 8% to R5.4 billion excluding Bankmed. Discovery Life achieved growth in operating profit before tax of 15% to R3 billion over the year, driven by new business growth of 11% to R2.2 billion and better than expected claims and lapse experience. Operating profit before tax at Discovery Invest increased by 39% to R460 million, driven by 18% growth in new business volumes to R1.6 billion and an annual growth rate of 26% in assets under management over the past three years, which amounted to R50 billion as at 30 June 2015. The combined VitalityHealth and VitalityLife businesses grew earnings before tax by 22% to R765 million. The rebranding of these businesses, following the acquisition of the remaining 25% shareholding, was successful and well received in the UK, with lower than expected claims and lapses. Discovery Insure continued to grow with new business annualised premium income increasing by 25% to R789 million and thereby attracting between 12% to 15% of new business volumes in South Africa. RMI included R1 012 million of Discovery's earnings in its normalised earnings (2014: R866 million). For an in-depth review of Discovery's performance, RMI's shareholders are referred to www.discovery.co.za. MMI Holdings MMI is a South African financial services group that provides life insurance, employee benefits, investment and savings, healthcare solutions and short-term insurance to individual clients, small and medium businesses, large companies, organisations and public enterprises in South Africa, the rest of Africa and selected international countries. It covers the lower, middle and upper income markets, principally under the Momentum and Metropolitan brand names. In the year under review, the net realised and fair value losses on shareholders' assets amounted to R6 million, compared to net realised and fair value gains of R544 million in the prior year. This significant movement resulted in earnings attributable to ordinary shareholders and headline earnings decreasing by 11%. However, it had no impact on the growth in core headline earnings as these net realised and fair value losses and gains were excluded from core headline earnings. MMI delivered a satisfactory financial performance for the year under review: - New business premiums increased by 21% to R50.4 billion; - The value of new business grew by 22% to R954 million, with the new business margin retained at 1.9%; - The embedded value amounted to R40.3 billion, reflecting a return on embedded value of 9.6%; - Diluted core headline earnings increased by 6% to R3.8 billion; - The operating divisions achieved growth in core headline earnings of 17% to R3.5 billion. All the existing businesses, with the exception of Momentum Investments, increased their profits with Momentum Employee benefits (up 28% to R660 million), Metropolitan Retail (up 26% to R738 million) and International (up 25% to R152 million) recording the highest growth; - Overall earnings growth was restricted by investments into new initiatives that are being pursued in line with the group's strategy of growth, client-centricity and excellence; - Positive experience variations were recorded in total, driven mainly by better than expected mortality and morbidity experience; - Good expense management contributed positively to value creation; and - The total dividend for the year increased by 9% to 155 cents per share. MMI reported a strong capital buffer of R4.3 billion as at 30 June 2015 after allowing for capital requirements, strategic growth initiatives and the final dividend. MMI is satisfied that this capital level is appropriate, taking into account the many growth initiatives and the imminent change to a new capital regime (Solvency Assessment and Management (SAM)). MMI also successfully raised R750 million of subordinated debt and redeemed R500 million of maturing subordinated debt in December 2014. Another R1 billion of debt due in September 2015 has been replaced with a new issue of R1.25 billion in August 2015. RMI included R956 million of MMI's earnings in its normalised earnings (2014: R899 million). For an in-depth review of MMI's performance, RMI's shareholders are referred to www.mmiholdings.co.za. OUTsurance OUTsurance provides short and long-term insurance products in South Africa, and short-term insurance products in Australia, New Zealand and Namibia, with a client centric ethos of providing value for money insurance solutions, backed by awesome client service. Youi New Zealand was launched in August 2014 as an extension of Youi's Australian operation. It provides personal lines insurance cover directly to the New Zealand public. The OUTsurance group delivered a satisfactory operational but mixed financial performance during the year under review: - The South African short-term insurance operations recorded an increase in normalised earnings of 19%, but the impact of the natural catastrophes in Australia and start-up losses in New Zealand resulted in group normalised earnings decreasing by 4% to R1 388 million; - Gross premium revenue grew by 20% to R12.5 billion, of which Youi Australia contributed 44% or R5.4 billion. Youi New Zealand recorded gross premium revenue of R163 million in the period since its launch; - The OUTsurance group recorded growth in annualised new business volumes of 12% to R3.9 billion, with Youi Australia being the largest contributor to the growth; - The claims ratio increased from 51.9% to 55.5% as a result of the significant increase in claims at Youi Australia following multiple natural catastrophe events; - The cost to income ratio increased from 27.1% to 28.2%, largely attributable to the new business strain incurred with the launch of the New Zealand business, an increase in marketing expenses and the non-recurrence of administration fees earned in respect of the group's former subsidiary, Momentum Short-term Insurance; and - The total dividend for the year increased by 11% to 30.5 cents per share. The claims ratio in OUTsurance's South African short-term operations decreased from 52.8% to 50.5% as a result of lower weather-related claims. This claims ratio is below the long-term target range and is expected to trend upward going forward. OUTsurance Life generated normalised earnings of R38 million for the year under review, compared to R2 million in the prior year. Premium income increased by 33% and the underwriting experience remained satisfactory. Youi Australia generated normalised earnings of R51 million for the year under review, compared to R255 million in the comparative year. The claims ratio increased from a record low of 52.2% in the prior year to 64.6% as a result of the severe weather events. Youi Australia incurred total claims of R963 million in respect of these catastrophes. After accounting for reinsurance recoveries and premiums to reinstate reinsurance cover, the net impact of the catastrophe events was R405 million. This compares to the prior year, which experienced limited severe weather events, with claims amounting to R90 million. The performance of Youi New Zealand to date is satisfactory and in line with expectations. The start-up loss amounted to R130 million for the year under review, compared to a R22 million loss in the prior year. Based on the current calibration and interpretation of the standard formula, the introduction of the new SAM regulatory regime with effect from 1 April 2016 (previously 1 January 2016) is expected to improve the capital adequacy ratios of OUTsurance and OUTsurance Life. RMI included R1 166 million of OUTsurance's earnings in its normalised earnings (2014: R1 219 million). For an in-depth review of OUTsurance's performance, RMI's shareholders are referred to www.outsurance.co.za. RMB Structured Insurance RMBSI holds both short-term and life insurance licenses. It creates bespoke insurance and financial risk solutions for South Africa's large corporations by using sophisticated risk techniques and innovative financial structures. In addition, it partly owns a portfolio of underwriting management agencies. Normalised earnings for the year to 30 June 2015 amounted to R82 million (2014: R101 million). The decrease in earnings relates to lower investment income on a large corporate policy. The total dividend for the year amounted to R67 million, compared to R50 million in the prior year. RMI included R64 million of RMBSI's earnings in its normalised earnings (2014: R78 million). Basis of preparation of results These summarised, audited financial results for the year ended 30 June 2015 have been prepared in accordance with: - International Financial Reporting Standards (IFRS), including IAS 34: Interim financial reporting; - the requirements of the South African Companies Act, Act 71 of 2008, as amended; - the SAICA Financial Reporting Guide as issued by the Accounting Practices Committee; - the Financial Reporting Pronouncements as issued by Financial Reporting Standards Council; and - the Listings Requirements of the JSE Limited. The accounting policies applied are consistent with those applied in the previous financial year, except for changes required by the mandatory adoption of new and revised IFRS. None of the new accounting standards becoming effective in the current financial year had a significant impact on the group's results. Schalk Human (MCom(Acc), CA(SA)) prepared these consolidated financial results under the supervision of Herman Bosman (LLM, CFA). The board of directors takes full responsibility for the preparation of this announcement and for correctly extracting the financial information for inclusion in the announcement. The entire announcement is not audited, but is extracted from the audited group financial statements. The independent auditor's report does not necessarily encompass all the information contained in this announcement. Unless the information is specifically stated as audited, it should be assumed that it is unaudited. The auditor has issued a separate opinion on this announcement in terms of ISA 810. The auditor expressed an unmodified opinion dated 11 September 2015 on the group financial statements from which this announcement was derived. A copy of the auditor's report on the group financial statements and the ISA 810 report are available at RMI's registered office. The forward-looking information provided in this announcement is not an earnings forecast and has not been reviewed and reported on by the company's external auditor. Effective interest RMI's effective interest in the group entities is different from the actual holdings as a result of the following consolidation adjustments: - treasury shares held by group entities; - shares held by consolidated share incentive trusts; - "deemed" treasury shares arising from BEE transactions entered into; and - "deemed" treasury shares held by policyholders and mutual funds managed by them. As at 30 June 2015, the effective interest held by RMI can be compared to the actual interest in the statutory issued share capital of the companies as follows: 30 June 2015 30 June 2014 Audited Effective Actual Effective Actual Discovery 25.7% 25.0% 25.8% 25.0% MMI 25.2% 25.0% 25.2% 25.0% OUTsurance 84.2% 83.4% 84.7% 83.4% RMBSI 78.3% 76.4% 78.6% 76.4% Summarised consolidated income statement Audited for the year ended 30 June % R million 2015 2014 change Earned premiums net of reinsurance 11 738 10 020 17 Fee income 312 138 amp;gt;100 Investment income 563 625 (10) Net fair value gains on financial assets 128 804 (84) Income 12 741 11 587 10 Net claims paid (6 109) (4 938) 24 Fair value adjustment to investment contracts and insurance contract provisions (438) (880) (50) Fair value adjustment to financial liabilities (201) (191) 5 Acquisition, marketing and administration expenses (3 840) (3 096) 24 Profit before finance costs, share of after-tax results of associates and taxation 2 153 2 482 (13) Net finance costs (162) (79) amp;gt;100 Share of after-tax results of associates 2 146 1 776 21 Profit before taxation 4 137 4 179 (1) Taxation (624) (870) (28) PROFIT FOR THE YEAR 3 513 3 309 6 Attributable to: Equity holders of RMI 3 292 3 053 8 Non-controlling interests 221 256 (14) PROFIT FOR THE YEAR 3 513 3 309 6 Computation of headline earnings Audited for the year ended 30 June % R million 2015 2014 change Earnings attributable to equity holders 3 292 3 053 8 Adjustment for: Realised profit on sale of available-for-sale financial assets (40) (49) Impairment of available-for-sale financial assets 35 - Profit on dilution of shareholding (22) (135) Profit on sale of associate (11) - Intangible asset impairments 4 8 Loss on disposal of property and equipment - 2 HEADLINE EARNINGS ATTRIBUTABLE TO EQUITY HOLDERS 3 258 2 879 13 Sources of headline earnings Audited for the year ended 30 June % R million 2015 2014 change Headline earnings from: Discovery 1 362 802 70 MMI 699 807 (13) OUTsurance 1 171 1 229 (5) RMBSI 64 81 (21) 3 296 2 919 13 Funding and holding company costs (38) (40) 5 HEADLINE EARNINGS 3 258 2 879 13 Computation of normalised earnings Audited for the year ended 30 June % R million 2015 2014 change Headline earnings attributable to equity holders 3 258 2 879 13 RMI's share of normalised adjustments made by associates: (87) 189 Fair value adjustment to puttable non-controlling interest financial liability (415) 50 Amortisation of intangible assets relating to business combinations 218 173 Rebranding and business acquisition expenses 105 - Deferred tax raised on assessed losses (74) - Basis and other changes and investment variances 37 40 Non-recurring and restructuring expenses 35 43 Finance costs raised on puttable non-controlling interest financial liability 16 39 Non-controlling interest adjustment if no put options (11) (20) Net realised and fair value losses/(gains) on shareholders' assets 2 (136) Group treasury shares (11) (46) NORMALISED EARNINGS ATTRIBUTABLE TO EQUITY HOLDERS 3 160 3 022 5 Computation of earnings per share Audited for the year ended 30 June % R million 2015 2014 change Earnings attributable to equity holders 3 292 3 053 8 Headline earnings attributable to equity holders 3 258 2 879 13 Normalised earnings attributable to equity holders 3 160 3 022 5 Number of shares in issue (millions) 1 486 1 486 - Weighted average number of shares in issue (millions) 1 483 1 484 - Earnings per share (cents) 222.0 205.8 8 Diluted earnings per share (cents) 220.0 203.6 8 Headline earnings per share (cents) 219.8 194.0 13 Diluted headline earnings per share (cents) 217.8 191.9 13 Normalised earnings per share (cents) 212.7 203.4 5 Diluted normalised earnings per share (cents) 211.1 201.3 5 Dividend per share (cents) Interim dividend 52.0 46.0 13 Final dividend 64.0 62.0 3 TOTAL DIVIDEND 116.0 108.0 7 Summarised consolidated statement of comprehensive income Audited for the year ended 30 June % R million 2015 2014 change Profit for the year 3 513 3 309 6 Other comprehensive income for the year Items that may subsequently be reclassified to income Currency translation differences (142) 125 amp;gt;(100) Fair value movement on available-for-sale financial assets 17 41 (59) Deferred taxation relating to fair value movement on available-for-sale financial assets (3) (16) (81) Share of other comprehensive income of associates 152 108 41 Items that may subsequently be reclassified to income, after taxation 136 74 84 Items that will not be reclassified to income, after taxation 16 34 (53) OTHER COMPREHENSIVE INCOME FOR THE YEAR 24 258 (91) TOTAL COMPREHENSIVE INCOME FOR THE YEAR 3 537 3 567 (1) Total comprehensive income attributable to: Equity holders of RMI 3 336 3 288 1 Non-controlling interests 201 279 (28) TOTAL COMPREHENSIVE INCOME FOR THE YEAR 3 537 3 567 (1) Summarised consolidated statement of financial position Audited as at 30 June R million 2015 2014 ASSETS Property and equipment 546 520 Goodwill and other intangible assets 68 110 Investments in associates 14 063 11 582 Financial assets 8 288 6 861 Loans and receivables including insurance receivables 2 318 3 078 Deferred acquisition cost 362 357 Reinsurance contracts 832 301 Taxation 3 - Deferred taxation 216 232 Cash and cash equivalents 5 633 4 725 TOTAL ASSETS 32 329 27 766 EQUITY Share capital and premium 13 526 13 592 Reserves 3 579 1 886 Capital and reserves attributable to equity holders of the company 17 105 15 478 Non-controlling interests 978 899 TOTAL EQUITY 18 083 16 377 LIABILITIES Insurance contracts 7 469 5 948 Share-based payment liability 182 145 Financial liabilities 5 140 3 704 Payables and provisions 1 329 1 189 Deferred taxation 80 379 Taxation 46 24 TOTAL LIABILITIES 14 246 11 389 TOTAL EQUITY AND LIABILITIES 32 329 27 766 Statement of changes in equity Audited Trans- Share actions capital Equity with non- Non- and accounted controlling Other Retained controlling Total R million premium reserves interests reserves earnings interests equity Balance as at 1 July 2013 13 632 935 (2 071) 172 1 059 614 14 341 Income statement - - - - 3 053 256 3 309 Other comprehensive income - 108 - 127 - 23 258 Dividend paid - - - - (1 500) (149) (1 649) Income of associates retained - 1 043 - - (1 043) - - BEE cost - 1 - - - - 1 Movement in treasury shares (40) 7 - - - - (33) Transactions with non-controlling interests - - (5) - - (2) (7) Issue of share capital to non-controlling interests by a subsidiary - - - - - 122 122 Change in reserves due to a change in holding - - - 44 (44) 35 35 Balance as at 30 June 2014 13 592 2 094 (2 076) 343 1 525 899 16 377 Income statement - - - - 3 292 221 3 513 Other comprehensive income - 152 - (108) - (20) 24 Dividend paid - - - - (1 694) (178) (1 872) Income of associates retained - 1 119 - - (1 119) - - BEE cost - 1 - - - - 1 Puttable non-controlling interests - (5) - - - - (5) Movement in treasury shares (66) 11 - - - - (55) Transactions with non-controlling interests - (4) 59 (55) 45 38 83 Issue of share capital to non-controlling interests by a subsidiary - - - - - 18 18 Share-based payment reserve - - - 2 (3) - (1) BALANCE AS AT 30 JUNE 2015 13 526 3 368 (2 017) 182 2 046 978 18 083 Summarised consolidated statement of cash flows Audited for the year ended 30 June R million 2015 2014 Cash available from operating activities 4 505 2 214 Dividends paid (1 694) (1 500) Investment activities (2 703) 1 471 Financing activities 981 (307) Net increase in cash and cash equivalents 1 089 1 878 Unrealised foreign currency translation adjustments (181) 183 Cash and cash equivalents at the beginning of the year 4 725 2 664 CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR 5 633 4 725 Segmental report The segmental analysis is based on the management accounts prepared for the group. Audited RMI R million Discovery MMI OUTsurance RMBSI Other1 group Year ended 30 June 2015 Operating profit - - 1 956 135 62 2 153 Finance costs - - - (88) (74) (162) Share of after-tax results of associates 1 434 695 15 2 - 2 146 Profit/(loss) before taxation 1 434 695 1 971 49 (12) 4 137 Taxation - - (632) 33 (25) (624) PROFIT/(LOSS) FOR THE YEAR 1 434 695 1 339 82 (37) 3 513 NORMALISED EARNINGS 1 012 956 1 388 82 (278) 3 160 Assets - - 11 750 5 544 904 18 198 Associates 7 869 6 107 33 54 - 14 063 Intangible assets - - 64 2 2 68 TOTAL ASSETS 7 869 6 107 11 847 5 600 906 32 329 TOTAL LIABILITIES - - 7 136 5 084 2 026 14 246 Year ended 30 June 2014 Operating profit - - 2 080 358 44 2 482 Finance costs - - (1) (15) (63) (79) Share of after-tax results of associates 971 793 10 2 - 1 776 Profit/(loss) before taxation 971 793 2 089 345 (19) 4 179 Taxation - - (623) (244) (3) (870) PROFIT/(LOSS) FOR THE YEAR 971 793 1 466 101 (22) 3 309 NORMALISED EARNINGS 866 899 1 448 101 (292) 3 022 Assets - - 9 765 5 667 642 16 074 Associates 5 291 6 212 26 53 - 11 582 Intangible assets - - 107 1 2 110 TOTAL ASSETS 5 291 6 212 9 898 5 721 644 27 766 TOTAL LIABILITIES - - 5 445 5 239 705 11 389 1 "Other" includes RMI and consolidation entries. Geographical segments Audited South New R million Africa Australia Zealand UK Total Year ended 30 June 2015 Profit/(loss) 2 046 75 (130) - 1 991 Share of after-tax results of associates 2 018 - - 128 2 146 Profit/(loss) before taxation 4 064 75 (130) 128 4 137 Taxation (600) (24) - - (624) PROFIT/(LOSS) FOR THE YEAR 3 464 51 (130) 128 3 513 TOTAL ASSETS 25 550 6 186 593 - 32 329 TOTAL LIABILITIES 9 200 4 834 212 - 14 246 Year ended 30 June 2014 Profit/(loss) 2 068 357 (22) - 2 403 Share of after-tax results of associates 1 656 - - 120 1 776 Profit/(loss) before taxation 3 724 357 (22) 120 4 179 Taxation (766) (104) - - (870) PROFIT/(LOSS) FOR THE YEAR 2 958 253 (22) 120 3 309 TOTAL ASSETS 22 509 4 672 585 - 27 766 TOTAL LIABILITIES 7 760 3 608 21 - 11 389 Financial instruments measured at fair value The group's activities expose it to a variety of financial risks. The table below analyses financial instruments carried at fair value by level in the fair value hierarchy. The different levels are based on the extent to which quoted prices are used in the calculation of the fair value of the financial instruments. These levels are defined as follows: Level 1 - fair value is based on quoted market prices (unadjusted) in active markets for identical instruments as measured on the reporting date. Level 2 - fair value is determined from inputs other than quoted prices that are observable for the asset or liability, either directly (for example prices) or indirectly (for example derived from prices). Level 3 - fair value is determined from inputs for the asset or liability that are not based on observable market data. Audited Total carrying R million Level 1 Level 2 Level 3 amount 30 June 2015 Financial assets Equity securities - available-for-sale 746 - - 746 - at fair value through profit or loss 2 143 29 - 2 172 Debt securities - available-for-sale - 560 - 560 - at fair value through profit or loss 1 084 3 216 386 4 686 Derivative asset - 46 - 46 TOTAL FINANCIAL ASSETS RECOGNISED AT FAIR VALUE 3 973 3 851 386 8 210 Financial liabilities Convertible debentures - 15 - 15 Financial liabilities at fair value through profit or loss - - 107 107 Derivative liability - 36 - 36 Investment contracts1 - 1 417 - 1 417 TOTAL FINANCIAL LIABILITIES RECOGNISED AT FAIR VALUE - 1 468 107 1 575 1. During the year under review, a portion of the investment contract liability was transferred from level 1 to level 2. This liability is calculated with reference to the value of financial assets which trade in active markets with quoted market prices. Audited for the year ended 30 June R million 2015 2014 Reconciliation of movement in level 3 assets Balance at the beginning of the year 415 441 Redemptions in the current year - (5) Investment income accrued 32 33 Dividends received from the OUTsurance Investment Trust (61) (54) BALANCE AT THE END OF THE YEAR 386 415 Reconciliation of movement in level 3 liabilities Balance at the beginning of the year 105 110 Preference dividends charged to the income statement 201 191 Preference dividends paid (199) (196) BALANCE AT THE END OF THE YEAR 107 105 Audited Total carrying R million Level 1 Level 2 Level 3 amount 30 June 2014 Equity securities - available-for-sale 725 - - 725 - at fair value through profit or loss 2 070 34 - 2 104 Debt securities - available-for-sale - 540 - 540 - at fair value through profit or loss 126 2 855 415 3 396 Derivative asset - 17 - 17 TOTAL FINANCIAL ASSETS RECOGNISED AT FAIR VALUE 2 921 3 446 415 6 782 Financial liabilities Convertible debentures - 15 - 15 Financial liabilities at fair value through profit or loss - - 105 105 Derivative liability - 20 - 20 Investment contracts 979 402 - 1 381 TOTAL FINANCIAL LIABILITIES RECOGNISED AT FAIR VALUE 979 437 105 1 521 Administration Directors GT Ferreira (Chairman), HL Bosman (CEO & FD), JP Burger, P Cooper (appointed as non-executive director on 11 September 2014), (Ms) SEN De Bruyn Sebotsa, LL Dippenaar, JW Dreyer, JJ Durand, PM Goss, PK Harris, P Lagerström, MM Morobe (appointed 1 August 2014), O Phetwe and KC Shubane. Alternates: L Crouse and (Ms) A Kekana Secretary and registered office JS Human Physical address: 3rd Floor, 2 Merchant Place, corner of Fredman Drive and Rivonia Road, Sandton, 2196 Postal address: PO Box 786273, Sandton, 2146 Telephone: +27 11 282 8166 Telefax: +27 11 282 4210 Web address: www.rmih.co.za Sponsor (in terms of JSE Limited Listings Requirements) Rand Merchant Bank (a division of FirstRand Bank Limited) Physical address: 1 Merchant Place, corner of Fredman Drive and Rivonia Road, Sandton, 2196 Transfer secretaries Computershare Investor Services Proprietary Limited Physical address: Ground floor, 70 Marshall Street, Johannesburg, 2001 Postal address: PO Box 61051, Marshalltown, 2107 Telephone: +27 11 370 5000 Telefax: +27 11 688 5221 Date: 11/09/2015 08:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Dealing in securities by a director Rand Merchant Insurance Holdings Limited (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) ISIN: ZAE000153102 JSE ordinary share code: RMI ("RMI") DEALING IN SECURITIES BY A DIRECTOR In compliance with the JSE Limited Listings Requirements, the following information is disclosed: Director : HL Bosman Company : RMI Date of transaction : 29 May 2015 Nature of transaction : On-market acquisition of shares Class of securities : Ordinary shares Number of securities : 500 000 Volume weighted average acquisition price : 4 365.61 cents per share Highest price : 4 388 cents per share Lowest price : 4 352 cents per share Total value of transaction : R21 828 050 Nature of interest : Indirect beneficial Clearance obtained : Yes Sandton 1 June 2015 Sponsor RAND MERCHANT BANK (a division of FirstRand Bank Limited) Date: 01/06/2015 01:42:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Results of voting in terms of Section 60 of the Companies Act, 71 of 2008 RAND MERCHANT INSURANCE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) JSE ordinary share code: RMI ISIN: ZAE000153102 RESULTS OF THE VOTING IN TERMS OF SECTION 60 OF THE COMPANIES ACT, 71 OF 2008 ("ACT") Shareholders are referred to the announcement released on the Stock Exchange News Service of the JSE Limited on 30 March 2015 in respect of the special resolutions relating to the adoption of a new memorandum of incorporation ("MOI") which makes provision for an additional class of no par value preference shares. Shareholders are advised that the special resolutions have been approved on 6 May 2015 and adopted in terms of section 60(2) of the Act. The voting results for ordinary shareholders were as follows: Percentage of issued Number of ordinary ordinary shares Special resolution proposed shares voted * voted ** For *** Against *** Abstain ** Special resolution number 1 Substitution of the existing MOI by the adoption of the revised MOI 1 000 583 955 67.34817% 92.12931% 7.87069% 0.00008% Special resolution number 2 Creation of the additional no par value preference shares 1 000 584 005 67.34818% 99.99979% 0.00021% 0.00189% * Including abstentions ** In relation to the number of ordinary shares in issue on 24 April 2015 *** In relation to the total number of ordinary shares voted (excluding abstentions) The preference shareholder, holding 648 001 cumulative, redeemable preference shares with a par value of R0.0001 each, voted in favour of both special resolutions. The special resolutions will be lodged for registration with the Companies and Intellectual Property Commission in due course. Sandton 7 May 2015 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 07/05/2015 02:27:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Posting of notice to RMI shareholders in respect of proposed special resolutions RAND MERCHANT INSURANCE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) JSE ordinary share code: RMI ISIN: ZAE000153102 ("RMI" or "the Company") POSTING OF NOTICE TO RMI SHAREHOLDERS IN RESPECT OF PROPOSED SPECIAL RESOLUTIONS Shareholders are advised that the notice to holders of ordinary shares in RMI in respect of the proposed special resolutions to be adopted in terms of section 60 of the Companies Act, 71 of 2008 and a form of written consent ("the Notice") has been posted today, 30 March 2015. The special resolutions relate to the adoption of a new memorandum of incorporation which makes provision for an additional class of no par value preference shares. Shareholders are advised that the Notice is available on the Company's website at www.rminsurance.co.za. NOTICE IN RESPECT OF PROPOSED SPECIAL RESOLUTIONS TO BE ADOPTED IN TERMS OF SECTION 60 OF THE COMPANIES ACT, 71 OF 2008 Shareholders are required to consider and vote on the special resolutions as outlined in the Notice. Salient dates 2015 Record date to determine which shareholders are entitled to receive the Notice 20 March Last day to trade in order to be entitled to vote on the special resolutions 17 April Record date to determine which shareholders are entitled to vote on the special resolutions 24 April Written consent to be received by the Company transfer secretaries 6 May Sandton 30 March 2015 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 30/03/2015 05:06:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Summarised, unaudited interim results and cash dividend declaration for the six months ended 31 December 2014 RAND MERCHANT INSURANCE HOLDINGS LIMITED Incorporated in the Republic of South Africa Registration number: 2010/005770/06 JSE ordinary share code: RMI ISIN code: ZAE000153102 (RMI) Summarised, unaudited interim results announcement and cash dividend declaration for the six months ended 31 December 2014 KEY HIGHLIGHTS Normalised earnings +14% to 105.4 cents per share Ordinary dividend +13% to 52.0 cents per share Market value +49% to 4 086 cents per share Basis of preparation of results The accompanying summarised financial results for the six months ended 31 December 2014 reflect: - the consolidation of the operations of Rand Merchant Insurance Holdings Limited (RMI) and its subsidiaries, including OUTsurance Holdings Limited (OUTsurance) and RMB-SI Investments Proprietary Limited (RMBSI); and - RMI's interests in its associates, Discovery Limited (Discovery) and MMI Holdings Limited (MMI), which have been equity accounted. These results have been prepared in accordance with: - International Financial Reporting Standards (IFRS), including IAS 34: Interim financial reporting; - the requirements of the South African Companies Act, Act 71 of 2008, as amended; and - the Listings Requirements of the JSE Limited. The accounting policies applied are consistent with those applied in the previous financial year, except for: - the accounting policy governing the treatment of deferred acquisition costs for short-term and long-term insurance contracts which was changed in the second half of the 2014 financial year as reported in the 2014 annual integrated report. The results for the six months ended 31 December 2013 were restated accordingly as set out in the accompanying schedules; and - changes required by the mandatory adoption of new and revised IFRS. None of the new accounting standards becoming effective in the current financial year impacted on the group's accounting policies, earnings or financial position. Schalk Human (MCom(Acc), CA(SA)) prepared these consolidated financial results under the supervision of Herman Bosman (LLM, CFA). The board of directors takes full responsibility for the preparation of this announcement. Economic environment The IMF reduced its 2015 and 2016 global growth forecasts to 3.5% and 3.7% respectively. Although the US economy continued to pick up momentum, other major developed and emerging market economies struggled and this weakness was reflected in downward pressure on commodity prices and slowing growth in the economies of South Africa's main export partners. The local economy remained subdued due to the weak global growth, structural constraints and sluggish domestic demand which resulted in low levels of economic activity. Local industries were unable to take full advantage of exchange rate weakness due to ongoing electricity shortages which have kept production capacity constrained. Domestic demand remains negatively impacted by low levels of business and consumer confidence, weak real disposable income growth, sluggish household credit extension and interest rate tightening. Deficit economies like South Africa remain vulnerable to the uncertainties of global sentiment and risk appetite. Strategy RMI aims to be a value-adding, active enabler of leadership and innovation in financial services. It is an active investment holding company with a focus on portfolio optimisation. In addition to its involvement in the existing portfolio, RMI is considering new opportunities across the South African and broader African financial services landscape. The scope of opportunities will, in all probability, initially be South African-focused and will include buy and build possibilities across a wide spectrum of scale and life cycles of financial services businesses. RMI's plans to create long-term optionality via investments in conceptual and early stage emerging opportunities are also progressing well. These plans include the creation of an accelerator to provide physical space and associated services to financial services entrepreneurs. Specifically, the plan to enter the asset management industry continues to take shape with the arrival in January of an appropriate senior resource to run the initiative. This business will look to invest in and grow with South Africa's best investment talent along similar lines to the successful affiliate models used in the US and UK markets. Overview of results Notwithstanding the challenging economic environment, all RMI's investments, with the exception of RMBSI, produced satisfying results. In particular, strong growth in normalised earnings were recorded by Discovery and OUTsurance. OUTsurance's normalised earnings for the comparative period have been restated to reflect the change in accounting policy in respect of the deferral of acquisition costs. The normalised earnings of RMI's investee companies for the six months under review are listed in the table below: Six months ended 31 December Year ended Restated 30 June 2014 2013 % 2014 R million Unaudited Unaudited change Audited Discovery 1 981 1 650 20 3 457 MMI 1 852 1 690 10 3 621 OUTsurance 739 643 15 1 448 RMBSI 18 24 (25) 101 The consolidated group normalised earnings for the six months ended 31 December 2014 amounted to R1 566 million, an increase of 14% on the comparative period in the prior year. The breakdown of the group consolidated normalised earnings is provided in the table below: Six months ended 31 December Year ended Restated 30 June 2014 2013 % 2014 R million Unaudited Unaudited change Audited Normalised earnings from: - Discovery 496 413 20 866 - MMI 461 419 10 899 - OUTsurance 620 543 14 1 219 - RMBSI 15 20 (25) 78 1 592 1 395 14 3 062 Funding and holding company costs (26) (16) (63) (40) Normalised earnings 1 566 1 379 14 3 022 Normalised earnings per share (cents) 105.4 92.8 14 203.4 The increase in the funding and holding company costs reflects the increased infrastructure at holding company level to execute the active investment strategy. RMI regards normalised earnings as the appropriate basis to evaluate business performance as it eliminates the impact of non-recurring items and accounting anomalies. A reconciliation of the adjustments made to derive normalised earnings is presented in the accompanying schedules. Market value of investments Discovery benefited from a significant market re-rating during the 2014 calendar year on the back of its continued strong financial performance, with its market capitalisation increasing by 32%. Over the same year, MMI's market capitalisation increased by 19%. On a "look-through" basis, the market value attributed to RMI's interests in OUTsurance (83.4% held) and RMBSI (76.4% held) increased by 76% to R32.3 billion, reflecting market recognition of the continued progress made in building out OUTsurance's Australian initiative and the strength of its South African franchise. RMI's share price increased by 49% in the 2014 calendar year. Together with the dividend paid, the total shareholders' return amounted to 53% for the year ended 31 December 2014. Since inception in March 2011, RMI delivered a total annual compounded return to shareholders of 40%. The market values of RMI's investments are summarised in the table below: As at 31 December As at 30 June 2014 2013 % 2014 R million Unaudited Unaudited change Unaudited Market value of interest in: - Discovery 16 493 12 510 32 14 383 - MMI 11 782 9 929 19 10 302 Market value of listed investments 28 275 22 439 26 24 685 Implied market value of unlisted investments 32 305 18 377 76 24 075 60 580 40 816 48 48 760 Net assets/(liabilities) of the holding company 125 (34) amp;gt;100 (59) RMI market capitalisation 60 705 40 782 49 48 701 RMI closing share price (cents) 4 086 2 745 49 3 278 The movement in the net assets of the holding company is due to the retention of the R196 million special dividend received from MMI in October 2014. Interim dividend payment The policy of paying out all dividends received from underlying investments after servicing any funding commitments at holding company level and considering RMI's debt capacity and investment pipeline, remains in place. Discovery has announced a rights issue offer on 24 February 2015 amounting to between R4 billion and R5 billion. RMI has irrevocably committed to follow its rights relating to its 25% shareholding in Discovery. Directors and senior management of Discovery, who collectively hold 12.1% of Discovery's shares, have also irrevocably committed to follow their rights pursuant to the rights issue. RMI has underwritten the 62.9% balance of the rights issue. RMI has secured funding for these commitments and is therefore in a position to continue with its stated dividend policy. The board is of the opinion that RMI is adequately capitalised at this stage and that the company will be able to meet its obligations in the foreseeable future after payment of the interim dividend declared below. The board resolved to declare an interim dividend of 52.0 cents (2013: 46.0 cents) per ordinary share. The dividend is covered 2.0 times (2013: 2.0 times) by the normalised earnings of 105.4 cents per share. Shareholders are referred to the dividend declaration forming part of this announcement regarding the applicability of Dividend Withholding Tax to the ordinary dividend. Outlook Trading conditions in the second half of the current financial year are expected to be largely consistent with the experience in the first half. GDP growth in South Africa for 2015 is expected to come in at about 2.0%. In the medium term it is estimated to be slightly higher but to remain below trend due to both demand weakness and supply side constraints, particularly in respect of electricity. If the recovery of the US economy continues as expected, interest rates may increase which will place further pressure on the South African consumer. High levels of indebtedness remain in certain segments of the consumer market, which limits disposable income and the capacity to save. However, the significant fall in the oil price in recent months could start a downward trend in consumer inflation. Discovery will be able to pursue certain identified growth initiatives with the capital raised via the rights issue offer. MMI believes that the group has identified and is implementing innovative strategies to unlock value and generate the required return on capital for shareholders over time. Youi Australia, one of the group's main growth drivers, is expected to deliver strong premium growth and achieve economies of scale. The abnormally low natural perils claims in the second half of the previous financial year is however not expected to recur and profitability growth might therefore not mirror revenue growth. The expected net pre-tax loss of AUS$7 million from cyclone Marcia which hit the east coast of Australia in February 2015 will negatively impact earnings in the second half of the financial year. Youi New Zealand is expected to break-even over the next five years and to start making a meaningful contribution to group earnings thereafter. The new business strain caused by this initiative might impact negatively on OUTsurance's profit and dividend growth during the start-up phase. RMI's plans to expand its investment portfolio through buy and build opportunities and to create an accelerator in support of financial services entrepreneurs are progressing well. For and on behalf of the board. GT Ferreira HL Bosman Chairman Chief executive officer Sandton 5 March 2015 CASH DIVIDEND DECLARATION Interim cash dividend Notice is hereby given that a gross interim dividend of 52.0 cents per ordinary share payable out of income reserves was declared on 5 March 2015 in respect of the six months ended 31 December 2014. The company has utilised Secondary Tax on Companies credits amounting to 0.41583 cents per ordinary share. The balance of the dividend will be subject to Dividend Withholding Tax at a rate of 15%, which will result in a net dividend of 44.26237 cents per ordinary share for those shareholders who are not exempt. The company's tax reference number is 9469/826/16/9. Its issued share capital at the declaration date is 1 485 688 346 ordinary shares and 648 001 redeemable preference shares. Shareholders' attention is drawn to the following important dates: - Last day to trade in order to participate in the dividend will be Friday, 20 March 2015 - Shares commence trading "ex dividend" on Monday, 23 March 2015 - The record date for the dividend payment will be Friday, 27 March 2015 - Dividend payment date will be Monday, 30 March 2015 No de-materialisation or re-materialisation of share certificates may be done between Monday, 23 March 2015 and Friday, 27 March 2015 (both days inclusive). By order of the board. JS Human Company secretary 5 March 2015 REVIEW OF INVESTMENT PERFORMANCE Discovery Discovery services the healthcare funding and insurance markets in South Africa, the United Kingdom, China, Singapore, Australia and the United States. It is a pre-eminent developer of integrated financial services products and operates under the Discovery Health, Discovery Life, Discovery Insure, Discovery Invest, DiscoveryCard, Vitality, VitalityHealth, VitalityLife and Ping An Health brand names. In November 2014, Discovery acquired the remaining 25% shareholding in Prudential Health Holdings Limited from Prudential Assurance Company (Prudential) for GBP155 million (R2 790 million). Following this acquisition, PruHealth and PruProtect have been rebranded as VitalityHealth and VitalityLife respectively. Discovery also paid USD5 million (R54 million) to acquire Humana's 25% shareholding in The Vitality Group LLC. Both of these acquisitions were concluded based on put options granted to Prudential and Humana during the 2011 financial year which entitled them to sell their remaining interests in these entities at fair value to Discovery at contracted dates. Since 2011, Discovery carried the present value of the estimated purchase price as a financial liability in its statement of financial position. The difference between the carrying value of this financial liability and the purchase price paid by Discovery resulted in a fair value profit of R1 661 million included in Discovery's earnings attributable to ordinary shareholders and headline earnings for the six months ended 31 December 2014, but it was excluded from normalised headline earnings. Discovery produced strong results for the six months to 31 December 2014 and some of the financial highlights included: - Normalised headline earnings increased by 20% to R2.0 billion with normalised headline earnings per share increasing by 16%; - New business grew by 17% to R6.7 billion; - Gross inflows under management, which is a good measure of the growth of Discovery, increased by 18% to R43 billion; - Discovery achieved growth in embedded value of 14% to R45.5 billion, with an annualised return on embedded value of 13.7%; and - The interim dividend increased by 17% to 85.5 cents per share. Discovery Health's operating profit before tax increased by 11% to R954 million after continued efficiencies were passed onto the medical scheme through a planned scale-related discount which assisted the medical scheme to reach a solvency ratio of 25.8% as at 31 December 2014. New business grew by 7% to R2.8 billion. Discovery Life achieved growth in operating profit before tax of 17% to R1.5 billion over the six months, driven by new business growth of 9% to R1.2 billion and better than expected claims experience. Operating profit before tax at Discovery Invest increased by 29% to R191 million, with 22% growth in new business volumes and an increase of 27% in assets under management to R45.6 billion. This sustained growth was largely driven by increased take-up of integrated products, market momentum and increased adviser support. The combined VitalityHealth and VitalityProtect businesses grew earnings before tax by 20% to R432 million and new business by 7% to R915 million. The launch of the new brands following the acquisition of the remaining 25% shareholding was well received in the UK with no significant impacts on lapses or performance. Discovery Insure's new business was exceptional, with 57% growth to R403 million. RMI included R496 million of Discovery's earnings in its normalised earnings (2013: R413 million). For an in-depth review of Discovery's performance, RMI's shareholders are referred to www.discovery.co.za. MMI Holdings MMI is a South African financial services group that provides life insurance, employee benefits, investment and savings, healthcare solutions and short-term insurance to individual clients, small and medium businesses, large companies, organisations and public enterprises in South Africa, the rest of Africa and selected international countries. It covers the lower, middle and upper income markets, principally under the Momentum and Metropolitan brand names. In the period under review, the net realised and fair value losses on shareholders' assets amounted to R73 million, compared to net realised and fair value gains of R398 million in the comparative period in the prior year. This significant movement caused earnings attributable to ordinary shareholders and headline earnings to decrease by 25%, but it had no impact on the growth in core headline earnings as these net realised and fair value losses and gains were excluded from core headline earnings. MMI delivered a solid financial performance for the six months under review: - New business premiums increased by 15% to 23.7 billion; - The value of new business grew by 11% to R420 million, with the new business margin remaining at 1.8%; - The embedded value amounted to R39.8 billion, reflecting an annualised return on embedded value of 12%; - Diluted core headline earnings increased by 10% to R1.9 billion; - The operating divisions achieved growth in core headline earnings of 13% to R1.5 billion. All the existing businesses increased their profits with Momentum Employee benefits (52% increase to R272 million), Metropolitan Health (31% increase to R98 million) and International (27% increase to R62 million) recording the highest growth; - Overall earnings growth was restricted by investments into new initiatives that are being pursued in line with the group's strategy of growth, client-centricity and excellence; and - The interim dividend increased by 11% to 63 cents per share. MMI reported a strong capital buffer of R3.5 billion as at 31 December 2014 after allowing for capital requirements, strategic growth initiatives and the interim dividend. The MMI board is satisfied that this capital level is appropriate in the current environment of changing regulations and focus on growth initiatives. MMI also successfully raised R750 million of subordinated debt in November 2014 and redeemed R500 million of maturing subordinated debt in December 2014 as scheduled. RMI included R461 million of MMI's earnings in its normalised earnings (2013: R419 million). For an in-depth review of MMI's performance, RMI's shareholders are referred to www.mmiholdings.com. OUTsurance OUTsurance provides short and long-term insurance products in South Africa, Australia, New Zealand and Namibia with a client centric ethos of providing value for money insurance solutions backed by awesome client service. Youi New Zealand was launched in August 2014 as an extension of Youi's Australian operation. It provides personal lines insurance cover directly to the New Zealand public. OUTsurance delivered a satisfactory financial and operational performance during the six months under review: - Normalised earnings increased by 15% to R739 million; - Gross premium revenue grew by 25% to R6.2 billion. Youi contributed 44% or R2.8 billion of the total gross premium revenue; - OUTsurance achieved growth in annualised new business volumes of 18% to R2 billion; - The net loss from natural catastrophes amounted to R92 million which was R82 million lower than the comparative period in the prior year; - The claims ratio increased from 54.1% to 54.4%; - The cost to income ratio increased from 26.5% to 28.1% largely attributable to the new business strain incurred with the launch of the New Zealand business and the higher relative growth in Youi's cost base; and - The interim dividend grew by 21% to 14.5 cents per share. OUTsurance's South African short-term operations recorded a 17% increase in normalised earnings to R711 million, mostly driven by a recovery in premium inflation, higher new business flows and an improvement in the claims ratio due to lower incurred losses from natural catastrophes. The incurred loss on the Orkney earthquake amounted to R24 million, compared to total catastrophe losses of R84 million included in the earnings of the comparative period. Youi Australia generated normalised earnings of R66 million for the six months under review, compared to R25 million in the comparative period. Youi continued to gain market share on the back of successful marketing initiatives, excellent service and a value for money product offering. The claims ratio increased from 59.2% to 61% as a result of unfavourable weather conditions at the beginning of the financial year. The net impact of the Brisbane hailstorm in November 2014 was AUS$7 million or R68 million, compared to catastrophe losses of R90 million in the comparative period in the prior year. During February 2015, Youi Australia incurred significant exposure from cyclone Marcia which hit the east coast of Australia and caused significant damage in the state of Queensland. It is expected that Youi will incur a net pre-tax loss, after taking into account reinsurance recoveries, of AUS$7 million from this catastrophe event which will negatively impact earnings in the second half of the financial year. The performance of Youi New Zealand to date is satisfactory and in line with expectations. The start-up loss of R45 million together with R16 million funding costs resulted in a total strain of R61 million on the earnings of the OUTsurance group for the six months under review. The introduction of the new Solvency Assessment and Management regulatory regime with effect from 1 January 2016 is not expected to have a material impact on the OUTsurance group's current capital position. The group's current capital adequacy ratio is 1.8 times the capital adequacy requirement (CAR). The targeted level is 1.2 times CAR. RMI included R620 million of OUTsurance's earnings in its normalised earnings (2013: R543 million). For an in-depth review of OUTsurance's performance, RMI's shareholders are referred to www.outsurance.co.za. RMB Structured Insurance RMBSI holds both short-term and life insurance licenses. It creates bespoke insurance and financial risk solutions for South Africa's large corporations by using sophisticated risk techniques and innovative financial structures. In addition, it partly owns a portfolio of underwriting management agencies. RMBSI continues to focus on a diversified business strategy to bolster its retainer base income on the back of the more traditional insurance business. This continues to bear fruit and the business mix is trending in the right direction. Normalised earnings for the six months to 31 December 2014 amounted to R18 million (2013: R24 million). The decrease in earnings relates to lower investment income on a large corporate policy. RMI included R15 million of RMBSI's earnings in its normalised earnings (2013: R20 million). Effective interest RMI's effective interest in the group entities is different from the actual holdings as a result of the following consolidation adjustments: - treasury shares held by group entities; - shares held by consolidated share incentive trusts; - "deemed" treasury shares arising from BEE transactions entered into; and - "deemed" treasury shares held by policyholders and mutual funds managed by them. As at 31 December 2014 the effective interest held by RMI can be compared to the actual interest in the statutory issued share capital of the companies as follows: 31 December 2014 2013 Effective Actual Effective Actual Unaudited Unaudited Unaudited Unaudited Discovery 25.8% 25.0% 25.8% 25.0% MMI 25.2% 25.0% 25.2% 25.0% OUTsurance 84.2% 83.4% 84.8% 83.4% RMBSI 78.3% 76.4% 79.1% 76.4% Summarised consolidated income statement Six months ended 31 December Year ended Restated 30 June 2014 2013 % 2014 R million Unaudited Unaudited change Audited Earned premiums net of reinsurance 5 721 4 741 21 10 020 Fee income 121 82 48 138 Investment income 272 218 25 625 Net fair value gains on financial assets 43 454 (91) 804 Income 6 157 5 495 12 11 587 Net claims paid (2 899) (2 671) 9 (4 938) Fair value adjustment to investment contracts and insurance contract provisions (201) (312) (36) (880) Fair value adjustment to financial liabilities (89) (85) 5 (191) Acquisition, marketing and administration expenses (1 857) (1 434) 29 (3 096) Profit before finance costs, share of after tax results of associates and taxation 1 111 993 12 2 482 Finance costs (39) (46) (15) (79) Share of after tax results of associates 1 213 1 026 18 1 776 Profit before taxation 2 285 1 973 16 4 179 Taxation (346) (275) 26 (870) PROFIT FOR THE PERIOD 1 939 1 698 14 3 309 Attributable to: Equity holders of RMI 1 819 1 594 14 3 053 Non-controlling interests 120 104 15 256 PROFIT FOR THE PERIOD 1 939 1 698 14 3 309 Computation of headline earnings Six months ended 31 December Year ended Restated 30 June 2014 2013 % 2014 R million Unaudited Unaudited change Audited Earnings attributable to equity holders 1 819 1 594 14 3 053 Adjustment for: Profit on sale of associate (11) - - Loss/(profit) on dilution of shareholding 3 (145) (135) Realised loss/(profit) on sale of available-for-sale financial assets 2 (9) (49) Intangible asset impairments 1 4 8 Loss on disposal of property and equipment - 3 2 HEADLINE EARNINGS ATTRIBUTABLE TO EQUITY HOLDERS 1 814 1 447 25 2 879 Sources of headline earnings Six months ended 31 December Year ended Restated 30 June 2014 2013 % 2014 R million Unaudited Unaudited change Audited Headline earnings from: - Discovery 892 446 100 802 - MMI 309 449 (31) 807 - OUTsurance 624 546 14 1 229 - RMBSI 15 22 (32) 81 1 840 1 463 26 2 919 Funding and holding company costs (26) (16) (63) (40) HEADLINE EARNINGS 1 814 1 447 25 2 879 Computation of normalised earnings Six months ended 31 December Year ended Restated 30 June 2014 2013 % 2014 R million Unaudited Unaudited change Audited Headline earnings attributable to equity holders 1 814 1 447 25 2 879 RMI's share of normalised adjustments made by associates: (255) (46) 189 Fair value adjustment to puttable non-controlling interest financial liability (416) (26) 50 Amortisation of intangible assets relating to business combinations 103 80 173 Non-recurring items 29 7 43 Net realised and fair value losses/(gains) on shareholders' assets 18 (100) (136) Finance costs raised on puttable non-controlling interest financial liability 16 19 39 Non-controlling interest allocation if no put options (11) (10) (20) Basis and other changes and investment variances 6 (16) 40 Group treasury shares 7 (22) (46) NORMALISED EARNINGS ATTRIBUTABLE TO EQUITY HOLDERS 1 566 1 379 14 3 022 Computation of earnings per share Six months ended 31 December Year ended Restated 30 June 2014 2013 % 2014 R million Unaudited Unaudited change Audited Earnings attributable to equity holders 1 819 1 594 14 3 053 Headline earnings attributable to equity holders 1 814 1 447 25 2 879 Normalised earnings attributable to equity holders 1 566 1 379 14 3 022 Number of shares in issue (millions) 1 486 1 486 - 1 486 Weighted average number of shares in issue (millions) 1 482 1 483 - 1 484 Earnings per share (cents) 122.7 107.5 14 205.8 Diluted earnings per share (cents) 121.5 106.4 14 203.6 Headline earnings per share (cents) 122.4 97.6 25 194.0 Diluted headline earnings per share (cents) 121.2 96.5 26 191.9 Normalised earnings per share (cents) 105.4 92.8 14 203.4 Diluted normalised earnings per share (cents) 104.8 91.9 14 201.3 Dividend per share (cents) Interim dividend 52.0 46.0 13 46.0 Final dividend - - - 62.0 TOTAL DIVIDEND 52.0 46.0 13 108.0 Summarised consolidated statement of comprehensive income Six months ended 31 December Year ended Restated 30 June 2014 2013 % 2014 R million Unaudited Unaudited change Audited Profit for the period 1 939 1 698 14 3 309 Other comprehensive income for the period Items that may subsequently be reclassified to income Currency translation differences (97) 36 amp;gt;(100) 125 Fair value movement on available-for-sale financial assets (54) 42 amp;gt;(100) 41 Deferred taxation relating to fair value movement on available-for-sale financial assets 10 - - (16) Share of other comprehensive income of associates 53 98 (46) 108 Items that may subsequently be reclassified to income, after taxation 39 84 (54) 74 Items that will not be reclassified to income, after taxation 14 14 - 34 OTHER COMPREHENSIVE INCOME FOR THE PERIOD (88) 176 amp;gt;(100) 258 TOTAL COMPREHENSIVE INCOME FOR THE PERIOD 1 851 1 874 (1) 3 567 Total comprehensive income attributable to: Equity holders of RMI 1 753 1 759 - 3 288 Non-controlling interests 98 115 (15) 279 TOTAL COMPREHENSIVE INCOME FOR THE PERIOD 1 851 1 874 (1) 3 567 Summarised consolidated statement of financial position As at 31 December As at Restated 30 June 2014 2013 2014 R million Unaudited Unaudited Audited Assets Property and equipment 524 525 520 Goodwill and other intangible assets 81 28 110 Investments in associates 12 155 11 145 11 582 Financial assets 7 211 7 917 6 861 Loans and receivables including insurance receivables 2 746 1 719 3 078 Taxation 3 16 - Deferred acquisition cost 381 289 357 Reinsurance contracts 542 425 301 Deferred taxation 177 328 232 Cash and cash equivalents 5 112 3 256 4 725 TOTAL ASSETS 28 932 25 648 27 766 Equity Share capital and premium 13 538 13 590 13 592 Reserves 2 776 1 034 1 886 Capital and reserves attributable to equity holders of the company 16 314 14 624 15 478 Non-controlling interests 942 786 899 TOTAL EQUITY 17 256 15 410 16 377 Liabilities Insurance contracts 6 469 5 710 5 948 Share-based payment liability 131 44 145 Financial liabilities 3 719 3 308 3 704 Payables and provisions 1 114 993 1 189 Deferred taxation 203 174 379 Taxation 40 9 24 TOTAL LIABILITIES 11 676 10 238 11 389 TOTAL EQUITY AND LIABILITIES 28 932 25 648 27 766 Statement of changes in equity Share Transactions capital Equity with non- Non- Unaudited and accounted controlling Other Retained controlling Total R million premium reserves interests reserves earnings interests equity Balance as at 1 July 2013 - As originally stated 13 632 935 (2 071) 162 907 586 14 151 - Change in accounting policy - - - 10 152 28 190 Restated balance as at 1 July 2013 13 632 935 (2 071) 172 1 059 614 14 341 Total comprehensive income for the period - 98 - 66 1 594 115 1 873 Dividends paid - - - - (817) (86) (903) Income of associates retained - 625 - - (625) - - Movement in treasury shares (42) 3 - - - - (39) Transactions with non-controlling interests - - (5) - - (2) (7) Issue of share capital by a subsidiary - - - - - 112 112 Change in reserves due to a change in holding - - - 43 (43) 33 33 BALANCE AS AT 31 DECEMBER 2013 13 590 1 661 (2 076) 281 1 168 786 15 410 Balance as at 1 July 2014 13 592 2 094 (2 076) 343 1 525 899 16 377 Total comprehensive income for the period - 53 - (119) 1 819 98 1 851 Dividends paid - - - - (921) (96) (1 017) Income of associates retained - 560 - - (560) - - Puttable non-controlling interests - (5) - - - - (5) Movement in treasury shares (54) 6 - - - - (48) Transactions with non-controlling interests - - 65 (55) 45 41 96 Share-based payment reserve - - - 2 - - 2 BALANCE AS AT 31 DECEMBER 2014 13 538 2 708 (2 011) 171 1 908 942 17 256 Summarised consolidated statement of cash flows Six months ended 31 December Year ended 30 June 2014 2013 2014 R million Unaudited Unaudited Audited Cash available from operating activities 1 399 1 346 2 214 Dividends paid (921) (817) (1 500) Investment activities (13) 195 1 471 Financing activities 63 (174) (307) Net increase in cash and cash equivalents 528 550 1 878 Unrealised foreign currency translation adjustments (141) 42 183 Cash and cash equivalents at the beginning of the period 4 725 2 664 2 664 CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD 5 112 3 256 4 725 Segment report The segmental analysis is based on the management accounts prepared for the group. Unaudited RMI R million Discovery MMI OUTsurance RMBSI Other(1) group Six months ended 31 December 2014 Operating profit - - 1 057 40 14 1 111 Finance costs - - - (7) (32) (39) Share of after tax results of associates 901 341 9 (1) (37) 1 213 Profit/(loss) before taxation 901 341 1 066 32 (55) 2 285 Taxation - - (327) (14) (5) (346) PROFIT/(LOSS) FOR THE PERIOD 901 341 739 18 (60) 1 939 NORMALISED EARNINGS 496 461 739 18 (148) 1 566 Assets - - 10 603 5 234 859 16 696 Associates 6 113 5 961 26 55 - 12 155 Intangible assets - - 78 1 2 81 TOTAL ASSETS 6 113 5 961 10 707 5 290 861 28 932 TOTAL LIABILITIES - - 6 098 4 837 741 11 676 Six months ended 31 December 2013 - Restated Operating profit - - 912 37 44 993 Finance costs - - - (7) (39) (46) Share of after tax results of associates 455 453 4 (1) 115 1 026 Profit before taxation 455 453 916 29 120 1 973 Taxation - - (268) (5) (2) (275) PROFIT FOR THE PERIOD 455 453 648 24 118 1 698 NORMALISED EARNINGS 413 419 643 24 (120) 1 379 Assets - - 8 539 5 286 650 14 475 Associates 5 013 6 066 19 47 - 11 145 Intangible assets - - 25 1 2 28 TOTAL ASSETS 5 013 6 066 8 583 5 334 652 25 648 TOTAL LIABILITIES - - 4 618 4 930 690 10 238 (1) "Other" includes RMI and consolidation entries. Geographical segments Unaudited South New R million Africa Australia Zealand UK Total Six months ended 31 December 2014 Profit/(loss) before taxation 1 039 94 (61) - 1 072 Share of after tax results of associates 1 132 - - 81 1 213 Profit/(loss) before taxation 2 171 94 (61) 81 2 285 Taxation (318) (28) - - (346) PROFIT/(LOSS) FOR THE PERIOD 1 853 66 (61) 81 1 939 TOTAL ASSETS 22 998 5 365 569 - 28 932 TOTAL LIABILITIES 7 546 4 062 68 - 11 676 Six months ended 31 December 2013 - Restated Profit before taxation 912 35 - - 947 Share of after tax results of associates 956 - - 70 1 026 Profit before taxation 1 868 35 - 70 1 973 Taxation (265) (10) - - (275) PROFIT FOR THE PERIOD 1 603 25 - 70 1 698 TOTAL ASSETS 22 016 3 622 10 - 25 648 TOTAL LIABILITIES 7 644 2 585 9 - 10 238 Financial instruments measured at fair value The group's activities expose it to a variety of financial risks. The interim results announcement does not include all financial risk management information and disclosures required in the annual financial statements and should be read in conjunction with the group's annual integrated report for the year ended 30 June 2014. The table below analyses financial instruments carried at fair value by level in the fair value hierarchy. The different levels are based on the extent that quoted prices are used in the calculation of the fair value of the financial instruments. These levels are defined as follows: Level 1 - fair value is based on quoted market prices (unadjusted) in active markets for identical instruments as measured on the reporting date. Level 2 - fair value is determined through valuation techniques based on observable market inputs. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. Level 3 - fair value is determined through valuation techniques which use significant unobservable inputs. Total Unaudited carrying R million Level 1 Level 2 Level 3 amount 31 December 2014 Financial assets Equity securities - available-for-sale 684 - - 684 - at fair value through profit or loss 2 069 24 - 2 093 Debt securities - available-for-sale - 544 - 544 - at fair value through profit or loss 276 3 090 400 3 766 Derivative asset - 45 - 45 TOTAL FINANCIAL ASSETS RECOGNISED AT FAIR VALUE 3 029 3 703 400 7 132 Financial liabilities Convertible debentures - 15 - 15 Financial liabilities at fair value through profit or loss - - 89 89 Derivative liability - 34 - 34 Investment contracts 876 504 - 1 380 TOTAL FINANCIAL LIABILITIES RECOGNISED AT FAIR VALUE 876 553 89 1 518 Six months ended 31 December Unaudited R million 2014 2013 Reconciliation of movement in level 3 assets Balance at the beginning of the period 415 441 Amount received in the current period - (5) Investment income accrued 17 17 Dividends received from the OUTsurance Investment Trust (32) (30) BALANCE AT THE END OF THE PERIOD 400 423 Reconciliation of movement in level 3 liabilities Balance at the beginning of the period 105 110 Preference dividends charged to the income statement in respect of profit sharing arrangements on ring-fenced insurance business 89 85 Preference dividends paid (105) (110) BALANCE AT THE END OF THE PERIOD 89 85 Total Unaudited carrying R million Level 1 Level 2 Level 3 amount 31 December 2013 Financial assets Equity securities - available-for-sale 719 - - 719 - at fair value through profit or loss 2 388 26 - 2 414 Debt securities - available-for-sale - 538 - 538 - at fair value through profit or loss 905 2 828 423 4 156 Derivative asset - 11 - 11 TOTAL FINANCIAL ASSETS RECOGNISED AT FAIR VALUE 4 012 3 403 423 7 838 Financial liabilities Convertible debentures - 15 - 15 Financial liabilities at fair value through profit or loss - - 85 85 Derivative liability - 17 - 17 Investment contracts 863 419 - 1 282 TOTAL FINANCIAL LIABILITIES RECOGNISED AT FAIR VALUE 863 451 85 1 399 The fair values of the above instruments were determined as follows: Level 1 The level 1 equity securities comprise listed preference share and ordinary share investments which are listed on a securities exchange. The fair values of these investments are calculated based on the closing bid prices on the last business day of the reporting period. The ordinary share investments include an investment in a listed exchange traded fund which tracks the performance of the top 40 companies listed on the Johannesburg Securities Exchange. Debt securities represent South African Government issued interest securities and other listed interest securities on the Bond Exchange of South Africa. The carrying amount represents the closing bid prices on the last business day of the reporting period. Investment contract liabilities are valued with reference to the fair value of the underlying assets. Level 2 The level 2 fair value instruments include unlisted preference shares that are redeemable with a notice period ranging from thirty days to three years. Dividend yields range from 50.8% to 70% of the prime overdraft rate. The fair value of the preference shares which are redeemable within one year from the reporting date is deemed to equal the redemption value. The fair value of the preference shares with a maturity date of longer than one year, is calculated on a discounted cash flow basis with the discount rate adjusted for changes in credit risk of the ultimate counterparty, being one of the large South African banks. Due to the redeemable nature, the preference shares are deemed to be debt securities. The fair values of collective investment scheme investments are determined by the closing unit price as quoted by the collective investment schemes. The collective investment schemes are not listed. The fair value of money market instruments and other interest securities are determined based on observable market inputs. The derivative asset and liability are valued with reference to the closing bid price of the underlying listed equities they relate to. Investment contract liabilities are valued with reference to the fair value of the underlying assets. Level 3 The level 3 financial asset at fair value through profit or loss represents an investment in the OUTsurance Investment Trust, the value of which is not significantly sensitive to an increase or decrease in the counterparty credit rating due to the collateralised nature of the transaction. The financial liabilities at fair value through profit or loss represent profits arising out of the profit sharing arrangements that accrue on a monthly basis and which are distributed as preference dividends on a six monthly basis. CHANGE IN ACCOUNTING POLICY In the second half of the previous financial year, the group changed its accounting policy in respect of acquisition costs to allow for the deferral thereof on short-term policies with a term greater than a month and long-term policies. The rationale behind the change in accounting policy is explained in the annual integrated report for the year ended 30 June 2014. This change in accounting policy has been accounted for retrospectively and the financial information for the six months ended 31 December 2013 have been restated. The effect of the change is as follows: Restatements for the six months ended 31 December 2013 Original Restated Unaudited amount amount Difference R million 2013 2013 2013 Statement of financial position Assets Deferred acquisition costs 30 289 259 Deferred taxation 431 328 (103) Increase in assets 461 617 156 Equity and liabilities Reserves 826 1 034 208 Non-controlling interests 750 786 36 Insurance contracts 5 798 5 710 (88) Increase in equity and liabilities 7 374 7 530 156 Income statement Acquisition, marketing and administration expenses (1 473) (1 434) 39 Fair value adjustment to investment contracts and insurance contract provisions (342) (312) 30 Taxation (255) (275) (20) Increase in profit for the six months ended 31 December 2013 (2 070) (2 021) 49 Attributable to: Equity holders of RMI 1 553 1 594 41 Non-controlling interests 96 104 8 Increase in profit for the six months ended 31 December 2013 1 649 1 698 49 ADMINISTRATION Directors GT Ferreira (Chairman), HL Bosman (CEO & FD), JP Burger, P Cooper (appointed as non-executive director on 11 September 2014), (Ms) SEN De Bruyn Sebotsa, LL Dippenaar, JW Dreyer, JJ Durand, PM Goss, PK Harris, P Lagerström, MM Morobe (appointed 1 August 2014), O Phetwe and KC Shubane Alternates: L Crouse and (Ms) A Kekana Secretary and registered office JS Human Physical address: 3rd Floor, 2 Merchant Place, corner of Fredman Drive and Rivonia Road, Sandton, 2196 Postal address: PO Box 786273, Sandton, 2146 Telephone: +27 11 282 8166 Telefax: +27 11 282 4210 Web address: www.rminsurance.co.za Sponsor (in terms of JSE Limited Listings Requirements) Rand Merchant Bank (a division of FirstRand Bank Limited) Physical address: 1 Merchant Place, corner of Fredman Drive and Rivonia Road, Sandton, 2196 Transfer secretaries Computershare Investor Services Proprietary Limited Physical address: Ground floor, 70 Marshall Street, Johannesburg, 2001 Postal address: PO Box 61051, Marshalltown, 2107 Telephone: +27 11 370 5000 Telefax: +27 11 688 5221 Date: 05/03/2015 08:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Trading statement: six months ended 31 December 2014 RAND MERCHANT INSURANCE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) JSE ordinary share code: RMI ISIN: ZAE000153102 ("RMI" or "the group") TRADING STATEMENT: SIX MONTHS ENDED 31 DECEMBER 2014 INTRODUCTION The JSE Limited Listings Requirements prescribe that an issuer must publish a trading statement as soon as it becomes apparent with a reasonable degree of certainty that earnings per share ("EPS") and/or headline earnings per share ("HEPS") for the next reporting period are expected to differ by at least 20% from those of the previous corresponding reporting period. RMI regards normalised EPS (which excludes non-operational items and accounting anomalies) as the key indicator of the group's operational performance. RMI shareholders are referred to the unaudited interim results announcement of Discovery Limited ("Discovery") released on the Stock Exchange News Service ("SENS") on 24 February 2015 and to the trading statement released on SENS by MMI Holdings Limited ("MMI") on 26 February 2015. At Discovery, the release of the put option liability following the acquisition of Prudential Assurance Company's remaining 25% shareholding in Prudential Health Holdings Limited impacted positively on EPS and HEPS, but was excluded from normalised EPS. At MMI, the impact of movements in investment markets on shareholder assets and investment variances resulted in a negative impact on EPS and HEPS. These fair value movements were excluded from normalised EPS. TRADING STATEMENT: SIX MONTHS ENDED 31 DECEMBER 2014 The following guidance is provided to RMI shareholders regarding the expected outcome for the six months ended 31 December 2014: A. WHEN COMPARED TO THE RESULTS FOR THE SIX MONTHS ENDED 31 DECEMBER 2013 AS ORIGINALLY PUBLISHED ORIGINAL: Six months Guidance for the six months ended ended 31 December 2014 31 December 2013 (cents) % increase Range (cents) Normalised EPS 90.1 14% to 20% 102.6 to 108.2 HEPS 94.8 26% to 32% 119.5 to 125.3 EPS 104.7 14% to 20% 119.6 to 125.8 B. WHEN COMPARED TO THE RESTATED RESULTS FOR THE SIX MONTHS ENDED 31 DECEMBER 2013 Following a change in accounting policy relating to the treatment of deferred acquisition costs in the second half of the 2014 financial year, the group's normalised EPS, HEPS and EPS for the prior period ended 31 December 2013 have been restated. Details on the change in accounting policy are contained in RMI's 2014 annual integrated report and an analysis of the restatements as per the table below will be provided in RMI's unaudited summarised results announcement for the six months ended 31 December 2014. RESTATED: Six months Guidance for the six months ended ended 31 December 2014 31 December 2013 (cents) % increase Range (cents) Normalised EPS 92.8 11% to 17% 102.6 to 108.2 HEPS 97.6 22% to 28% 119.5 to 125.3 EPS 107.5 11% to 17% 119.6 to 125.8 The financial information on which this trading statement is based has not been reviewed and reported on by the group's external auditors. RMI's unaudited summarised results for the six months ended 31 December 2014 are expected to be released on SENS on Thursday, 5 March 2015. DISCOVERY RIGHTS ISSUE DECLARATION ANNOUNCEMENT RMI shareholders are referred to Discovery's rights issue declaration announcement released on SENS on 24 February 2015. RMI has irrevocably committed to follow its rights relating to its 25% shareholding in Discovery. Directors and senior management of Discovery, who collectively hold 12.1% of Discovery's shares, have also irrevocably committed to follow their rights pursuant to the rights issue. The 62.9% balance of the rights issue has been underwritten by RMI. This does not have an impact on RMI's results for the six months ended 31 December 2014, but could impact on RMI's percentage shareholding in Discovery in future. Sandton 26 February 2015 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 26/02/2015 04:35:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Dealing in securities by a director Rand Merchant Insurance Holdings Limited (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) ISIN: ZAE000153102 JSE ordinary share code: RMI ("RMI") DEALING IN SECURITIES BY A DIRECTOR In compliance with the JSE Limited Listings Requirements, the following information is disclosed: Director : KC Shubane Company : RMI Date of transaction : 20 November 2014 Nature of transaction : On-market acquisition of shares Class of securities : Ordinary shares Number of securities : 4 000 Volume weighted average acquisition price : 4 136.69 cents per share Highest price : 4 140 cents per share Lowest price : 4 130 cents per share Total value of transaction : R165 467.60 Nature of interest : Indirect beneficial Clearance obtained : No Sandton 2 December 2014 Sponsor RAND MERCHANT BANK (a division of FirstRand Bank Limited) Date: 02/12/2014 05:28:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Report on proceedings at the annual general meeting RAND MERCHANT INSURANCE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) ISIN: ZAE000153102 JSE ordinary share code: RMI ("RMI" or "the company") REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING At the fourth annual general meeting ("AGM") of the shareholders of RMI held on Friday, 21 November 2014, all the ordinary and special resolutions proposed at the meeting were approved by the requisite majority of votes. In this regard, RMI confirms the voting statistics from the AGM as follows: Number of ordinary shares represented at the meeting 1 204 640 998 Total issued number of ordinary shares 1 485 688 346 Percentage ordinary shares represented at the meeting 81.08% Shares Votes disclosed as a abstained percentage in relation disclosed as to the total number of a percentage ordinary shares voted in relation for each resolution to the total issued For Against ordinary shares Ordinary resolutions 1. Re-election of directors 1.1 Gerrit Thomas Ferreira 98.85% 1.15% 0.02% 1.2 Patrick Maguire Goss 99.92% 0.08% 0.02% 1.3 Sonja Emilia Ncumisa Sebotsa 99.96% 0.04% 0.02% 1.4 Khehla Cleopas Shubane 99.92% 0.08% 0.02% 2. Election of directors 2.1 Johan Petrus Burger 99.95% 0.05% 0.02% 2.2 Peter Cooper 98.99% 1.01% 0.02% 2.3 Per-Erik Lagerström 100.00% - 0.02% 2.4 Mafison Murphy Morobe 100.00% - 0.14% 3. Approval of remuneration policy 76.32% 23.68% 0.02% 4. Place 15% of the authorised but unissued ordinary shares under the control of the directors 87.71% 12.29% 0.02% 5. General authority to issue ordinary shares for cash 87.30% 12.70% 0.02% 6. Approval of re-appointment of auditors 99.79% 0.21% 0.02% 7. Appointment of the company's audit and risk committee members 7.1 Johan Petrus Burger 99.57% 0.43% 0.02% 7.2 Jan Willem Dreyer 99.94% 0.06% 0.02% 7.3 Sonja Emilia Ncumisa Sebotsa 99.99% 0.01% 0.02% Special resolutions 1. Approval of non-executive directors' remuneration with effect from 1 December 2014 99.87% 0.13% 0.02% 2. General authority to repurchase company shares 98.55% 1.45% 0.02% The special resolutions will, where necessary, be lodged for registration with the Companies and Intellectual Property Commission in due course. Sandton 24 November 2014 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 24/11/2014 04:01:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

No change statement and notice of annual general meeting RAND MERCHANT INSURANCE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) ISIN: ZAE000153102 JSE ordinary share code: RMI ("RMI") NO CHANGE STATEMENT AND NOTICE OF ANNUAL GENERAL MEETING No change statement With regard to the audited results for the year ended 30 June 2014, shareholders are advised that the annual integrated report is scheduled to be distributed to shareholders today, 24 October 2014 and contains no modifications to the audited results which were published on SENS on 11 September 2014. Due to the ongoing postal strike, significant uncertainty exists regarding the finalisation of the posting process and timing of delivery of the annual integrated report to shareholders. RMI's annual integrated report is available on its website at www.rminsurance.co.za. Shareholders can also contact Mr Schalk Human on 011 282 8166 or by e-mail at schalk.human@rmbh.co.za to request an electronic version of the annual integrated report. Notice of the annual general meeting Notice is hereby given that the fourth annual general meeting of shareholders will be held in the executive boardroom, 4th floor, 4 Merchant Place, corner Fredman Drive and Rivonia Road, Sandton on Friday, 21 November 2014 at 11:00 to transact the business as stated in the notice of the annual general meeting forming part of the annual integrated report. Salient dates Record date to determine which shareholders are entitled to receive the notice of annual general Friday, 17 meeting October 2014 Last day to trade in order to be eligible to attend Friday, 7 and vote at the annual general meeting November 2014 Record date to determine which shareholders are entitled to attend and vote at the annual general Friday, 14 meeting November 2014 Forms of proxy for the annual general meeting to be Wednesday, 19 lodged by 11:00 on* November 2014 *any proxies not lodged by this time must be handed to the chairperson of the annual general meeting immediately prior to the annual general meeting. Sandton 24 October 2014 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 24/10/2014 03:28:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Realisation of deferred bonus plan benefit RAND MERCHANT INSURANCE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) ISIN: ZAE000153102 JSE ordinary share code: RMI ("RMI" or the "company") REALISATION OF DEFERRED BONUS PLAN BENEFIT In compliance with the JSE Limited Listings Requirements, the following information is disclosed: In September 2012 RMI awarded Mr Peter Cooper performance related remuneration of which R790 000 was converted to RMI shares, with delivery of the shares deferred for two years. Further details of the award made are set out in the company's annual integrated report. Mr Cooper became entitled to the benefit under the plan on 15 September 2014, on which date the RMI share price was R36.00. The final restrictive condition has now been complied with and the benefits that accrue to the participant are as follows: Director : Peter Cooper Company : RMI Date of transaction : 15 September 2014 Nature of transaction and : Off-market settlement of class of securities deferred bonus award by way of ordinary shares Number of RMI shares delivered : 37 253 Deemed price : R36.00 Vesting date : 15 September 2014 Value of settlement : R1 341 108.00 Director's interest : Direct beneficial Clearance obtained : Yes The restriction on the deferred award was lifted on 15 September 2014. Mr Cooper elected to take delivery of the total number of shares that constitute the award and will fund the income tax liability arising from his own resources. Sandton 17 September 2014 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 17/09/2014 04:26:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Summarised, audited results announcement and cash dividend declaration for year ended 30 June 2014 and board changes RAND MERCHANT INSURANCE HOLDINGS LIMITED Registration number: 2010/005770/06 JSE ordinary share code: RMI ISIN code: ZAE000153102 (RMI) Summarised, audited results announcement and cash dividend declaration for the year ended 30 June 2014 and board changes KEY HIGHLIGHTS Normalised earnings +18% to 203.4 cents Ordinary dividend +14% to 108.0 cents Market value +30% to 3 278 cents Economic environment The operating environment remained difficult throughout the financial year. This was largely as a consequence of uncertainty in the global macro-economic arena combined with subdued domestic demand growth and protracted industrial action in the mining sector. Economic activity in the United States experienced a gradual recovery. This allowed the US Federal Reserve to taper its asset purchases. The expected increase in US interest rates impacted on foreign capital flows to emerging markets. South Africa, with its large current account deficit, was negatively impacted by the slow-down in capital flows. This led to the further weakening of the Rand, which translated into higher domestic inflation and triggered the start of a higher interest rate cycle. Local operating conditions were economically challenging and highly competitive. Equity markets increased strongly throughout the year, while interest rate volatility continued. Consumer confidence remained fragile with ongoing labour challenges, unemployment, indebtedness and inflation reducing disposable and investible income. While some of these headwinds also affected the rest of the sub-Saharan region, GDP growth in many African countries, however, is proving to be resilient, with some economies continuing to expand at a brisk pace. In those countries, domestic demand - fuelled by credit growth and investment in infrastructure development - remained the major catalyst. Overview of results Notwithstanding such a challenging background, all of the businesses in which RMI are invested produced satisfying results, with strong growth in normalised earnings being recorded by Discovery and OUTsurance, driven largely by the performance of their offshore operations. Normalised earnings for the year ended 30 June Restated 2014 2013 R million Audited Audited % change Discovery 3 457 2 787 24 MMI 3 621 3 241 12 OUTsurance 1 448 1 209 20 RMBSI 101 89 13 As a result, the earnings derived by RMI from its investments in these companies were as follows: for the year ended 30 June Restated 2014 2013 R million Audited Audited % change Normalised earnings from: Discovery 866 699 24 MMI 899 803 12 OUTsurance 1 219 1 031 18 RMBSI 78 70 11 3 062 2 603 18 Funding and holding company costs (40) (37) (8) Normalised earnings 3 022 2 566 18 Normalised earnings per share (cents) 203.4 172.6 18 RMI regards normalised earnings as the appropriate basis to evaluate business performance as it eliminates the impact of non-recurring items and accounting anomalies. A reconciliation of the adjustments made to derive normalised earnings is presented in the accompanying schedules. MARKET VALUE OF INVESTMENTS Both Discovery and MMI benefited from a significant market re-rating during the year to 30 June 2014, with their JSE market capitalisation increasing by 16% and 18% respectively. Over the year RMI's market capitalisation increased by 30% to R48.7 billion. On a "look-through" basis, the market value attributed to RMI's interest in OUTsurance (84.7% held) and RMBSI (78.6% held) increased by 47% to R24.1 billion, reflecting market recognition of the continued progress made in building out OUTsurance's Australian initiative and the strength of its South African franchise. as at 30 June R million 2014 2013 % change Market value of interest in: - Discovery 14 383 12 445 16 - MMI 10 302 8 701 18 Market value of listed investments 24 685 21 146 17 Implied market value of unlisted investments 24 075 16 337 47 Gross market value of portfolio 48 760 37 483 30 Net liabilities of the holding company (59) (44) (34) RMI market capitalisation 48 701 37 439 30 RMI closing share price (cents) 3 278 2 520 30 Dividend payment The board is of the opinion that RMI is adequately capitalised at this stage and that the company will be able to meet its obligations in the foreseeable future after payment of the dividend declared below. The board is also of the view that, at present, the level of borrowings that the group carries at the center is appropriate. In 2013, RMI indicated to the market that it would consider a more active investment strategy following the appointment of Herman Bosman. In July 2014, an investment team was appointed to assist with the changed strategy. The board has now also considered the impact of the investment activity on dividend policy. The stated practice of paying out all dividends received from our underlying investments after servicing any funding commitments largely remains in place. Going forward, in determining dividends, RMI's debt funding capacity and investment pipeline will be considered. For 2014, the board has decided to retain the special dividend of R196 million to be received from MMI in October 2014. FINAL DIVIDEND FOR THE 2014 FINANCIAL YEAR The board resolved to declare a final dividend of 62.0 cents per ordinary share. Such final dividend, together with the interim dividend of 46.0 cents per ordinary share, brings the total dividend for the year ended 30 June 2014 to 108.0 cents per ordinary share (2013: 95.0 cents), a year-on-year increase of 14%. The total dividend is covered 1.9 times (2013: 1.8 times) by the normalised earnings of 203.4 cents per share. The apparent divergence in the growth in dividends relative to the growth in underlying earnings can be ascribed to OUTsurance re-investing a larger portion of its earnings in its Australian and New Zealand growth initiatives. Shareholders are referred to the dividend declaration forming part of this announcement regarding the applicability of dividend withholding tax to the ordinary dividend. Outlook The South African consumer will be placed under further pressure due to the current interest rate hiking cycle. Growth in insurance new business volumes will remain largely dependent upon the economic environment, including a recovery in employment and stronger disposable income levels. All of the groups in which RMI are invested face both opportunities and threats posed by the highly regulated environment in which they operate, including evolving capital regimes as well as social security reform proposals. Notwithstanding these challenges, RMI expects to benefit from continued organic growth during the coming year. Board changes During the current year the following board appointments were made: - Mr HL Bosman as executive director/chief executive officer designate (2 April 2014). - Mr JP Burger as independent non-executive director (30 June 2014). - Mr P Lagerström as independent non-executive director (30 June 2014). Mr MM Morobe was appointed as independent non-executive director on 1 August 2014. We extend a warm welcome to all the new appointees. Mr TV Mokgatlha resigned as an independent non-executive director on 30 June 2014. As part of a process to achieve compliance with the various prescriptions regarding board structures and corporate governance, Mr L Crouse resigned as non-executive director effective 30 June 2014 and was appointed as an alternate to Mr JJ Durand on the same date. Mr Cooper retires, effective 11 September 2014, as chief executive officer and financial director. He will continue to serve on the board in a non-executive capacity. We would like to express a word of gratitude to Mr Cooper for the value he has created for the equityholders during his career. We wish him well as he scales back his corporate involvement. The board has confirmed Mr Bosman as chief executive officer and financial director of RMI effective 11 September 2014. We wish him well in his career with RMI and look forward to support him in his strategic initiatives. For and on behalf of the board GT Ferreira HL Bosman Chairman Chief executive officer Sandton 11 September 2014 CASH DIVIDEND DECLARATION Final cash dividend Notice is hereby given that a gross final dividend of 62.0 cents per ordinary share payable out of income reserves was declared on 11 September 2014 in respect of the year ended 30 June 2014. The company has utilised Secondary Tax on Companies credits amounting to 0.82996 cents per ordinary share. The balance of the dividend will be subject to Dividend Withholding Tax at a rate of 15%, which will result in a net dividend of 52.82449 cents per ordinary share for those shareholders who are not exempt. The company's tax reference number is 9469/826/16/9. Its issued share capital at the declaration date is 1 485 688 346 ordinary shares and 648 001 redeemable preference shares. Shareholders' attention is drawn to the following important dates: - Last day to trade in order to participate in the dividend Friday, 3 October 2014 - Shares commence trading "ex dividend" on Monday, 6 October 2014 - The record date for the dividend payment will be Friday, 10 October 2014 - Dividend payment date Monday, 13 October 2014 No de-materialisation or re-materialisation of share certificates may be done between Monday, 6 October 2014 and Friday, 10 October 2014 (both days inclusive). By order of the board JS Human Company secretary 11 September 2014 REVIEW OF INVESTMENT PERFORMANCE Discovery Discovery services the healthcare funding and insurance markets in South Africa, the United Kingdom, United States and China. It is a pre-eminent developer of integrated financial services products and operates under the Discovery Health, Discovery Life, Discovery Insure, Discovery Invest, DiscoveryCard, Vitality, PruHealth, PruProtect and Ping An Health brand names. The year to 30 June 2014 was a satisfying period for Discovery: - New business grew 15% to R12.2 billion; - Normalised headline earnings increased by 24% to R3.5 billion; - Embedded value grew 21% to R43.1 billion; while - Return on capital amounted to 22.9%. All businesses are competitively positioned in their respective markets. The healthcare environment remains complex, characterised by an increasing disease burden, a deepening shortage of physicians, continued upward cost pressure and legislative reform. Against this backdrop, Discovery Health's performance exceeded expectation: operating profit before tax increased 10% to R1 854 million, after continued efficiencies were passed onto the medical scheme through a planned scale-related discount; new business increased 4% to R5 billion; and lives under management grew to 2.9 million. Discovery Life demonstrated exceptional earnings before tax growth of 23% to R2 591 million over the year, driven by new business growth of 6% to R2 013 million, better than expected claims and lapse results, improved renewal efficiencies and disciplined expense control. The performance of Discovery Invest over the year exceeded expectation. Earnings before tax increased by 50% to R331 million, driven by high growth of products sold and strong performance of the market. Assets under management increased to R42 billion. The scale and relevance of Discovery's UK businesses reflect the benefits of a decade of investment. The combined PruHealth and PruProtect businesses grew earnings before tax by 33% to R628 million; new business grew 35% to R2 129 million and the combined customer base measured almost 800 000 at the end of the year. In the year under review, Ping An Health entrenched its position as the top health insurance player in China and more than doubled new business volumes to R339 million. Discovery Insure's new business was exceptional, with 73% growth to R632 million. It is now the fastest growing short-term insurer in South Africa. RMI included R866 million of Discovery's earnings in its normalised earnings (2013: R699 million). For an in-depth review of Discovery's performance, RMI's shareholders are referred to www.discovery.co.za. MMI Holdings South Africa's third largest insurer, MMI, was formed from the merger of Momentum and Metropolitan. The core businesses of MMI are long-term insurance, asset management, investment, healthcare administration and employee benefits. Product solutions are provided to all market segments. MMI operates in 12 countries outside of South Africa. It provides for the insurance needs of individuals in the lower, middle and upper income markets, principally under the Momentum and Metropolitan brand names. MMI delivered strong financial results for the year under review: - Embedded value increased to R40 billion, driven by an excellent 19% return on embedded value; - Diluted core headline earnings of R3.6 billion reflected a 12% increase on the prior year; - The contribution from operating divisions rose 22% to R3.0 billion; and - Targeted merger expense savings of R500 million were achieved ahead of time. MMI invested or committed in excess of R2.5 billion in growth initiatives during the year. Each of its business segments is implementing plans to grow the group through client-centricity. MMI believes that the group has identified and is implementing innovative strategies to unlock value and generate the required return on capital for shareholders over time. RMI included R899 million of MMI's earnings in its normalised earnings (2013: R803 million). For an in-depth review of MMI's performance, RMI's shareholders are referred to www.mmiholdings.com. OUTsurance OUTsurance is a direct personal lines and small business short-term insurer. Pioneers of the OUTbonus concept, it has grown rapidly by applying a scientific approach to risk selection, product design and claims management. Its South African direct life insurance business continues to gain traction. Youi, the group's direct personal lines initiative in Australia, has achieved scale and is trading profitably. Youi New Zealand was launched in July 2014 and provides personal lines insurance cover directly to the New Zealand public. OUTsurance delivered another strong financial and operational performance for the year under review. The group achieved 20% growth in headline earnings to R1 448 million and a return on equity of 38.4%. The significant driver behind the growth in OUTsurance's earnings is attributed to the profitability of Youi, which generated R231 million in headline earnings. OUTsurance achieved 35% growth in the annualised new business written. - Youi delivered excellent new business growth as the business continues to gain traction and solidify its presence in the Australian market. - The South African business delivered an encouraging increase in new business written in an environment where premium inflation continues to track below consumer inflation. The strong new business volume growth translated into 25% growth in the group's gross written premium income to R10.4 billion. Since its launch in 2008, Youi has through good operational execution, the creation of a powerful brand and management focus, grown to be a notable and profitable player in the Australian market. Youi now contributes 39% of the group's turnover and 15% of the group's profits. RMI included R1 219 million of OUTsurance's earnings in its normalised earnings (2013: R1 031 million). For an in-depth review of OUTsurance's performance, RMI's shareholders are referred to www.outsurance.co.za. RMB Structured Insurance RMBSI holds both short-term and life insurance licenses. It creates bespoke insurance and financial risk solutions for South Africa's large corporations by using sophisticated risk techniques and innovative financial structures. In addition, it partly owns a portfolio of underwriting management agencies. RMBSI continues to focus on a diversified business strategy to bolster its retainer base income on the back of the more traditional insurance business. This continues to bear fruit and the business mix is trending in the right direction. Shareholder profit after tax for the year to June 2014 amounted to R101 million (2013: R89 million). RMI included R78 million of RMBSI's earnings in its normalised earnings (2013: R70 million). BASIS OF PREPARATION OF RESULTS The accompanying audited summarised financial results for the year ended 30 June 2014 reflect: - the consolidation of the operations of Rand Merchant Insurance Holdings Limited (RMI) and its subsidiaries, including OUTsurance Holdings Limited (OUTsurance) and RMB-SI Investments Proprietary Limited (RMBSI); and - RMI's proportionate interest in its associates, Discovery Limited (Discovery) and MMI Holdings Limited (MMI), which have been equity accounted. The annual financial statements for the year ended 30 June 2014, to which this summarised results announcement relates, were prepared in accordance with: - International Financial Reporting Standards (IFRS), including IAS 34: Interim financial reporting; - the requirements of the South African Companies Act, Act 71 of 2008, as amended; and - the Listings Requirements of the JSE Limited. Schalk Human CA(SA) prepared these consolidated financial results under the supervision of Peter Cooper CA(SA). The accounting policies applied are consistent with those applied in the previous financial year, except for: - the change in accounting policy governing the treatment of deferred acquisition costs for short-term and long-term insurance contracts as set out in the accompanying schedules; and - changes required by the mandatory adoption of new and revised IFRS. The adoption of IFRS 10: Consolidated financial statements had resulted in the consolidation and non-consolidation of certain entities by RMI's associates without any impact on the profit or net asset value of these associates in previous accounting periods. As a result of this, the restatements made by RMI's associates as required by IFRS 10 had no impact on RMI's results as previously reported. RMI has included the disclosures required by IAS 34.16A(j) in respect of IFRS 13: Fair value measurement in this results announcement. The summarised consolidated financial statements for the year ended 30 June 2014 have been audited by PricewaterhouseCoopers Inc., who expressed an unmodified opinion thereon. Unless the financial information is specifically stated as audited, it should be assumed it is unaudited. The forward looking information has not been commented or reported on by RMI's auditors. The auditors' report does not necessarily cover all the information contained in this announcement. Shareholders are therefore advised that in order to obtain a full understanding of the nature of the auditors' engagement, they should obtain a copy of the auditors' report together with the accompanying financial statements. RMI's board of directors take full responsibility for the preparation of this announcement. The auditors expressed an unmodified opinion dated 11 September 2014 on the financial statements from which these summarised consolidated financial statements were derived. A copy of the auditors' report on the summarised consolidated financial statements and of the auditors' report on the consolidated financial statements are available for inspection at RMI's registered office, 3rd Floor, 2 Merchant Place, corner Fredman Drive and Rivonia Road, Sandton, together with the financial statements identified in the respective auditors' reports. EFFECTIVE INTEREST RMI's effective interest in the group entities is different from the actual holdings as a result of the following consolidation adjustments: - treasury shares held by the group entities; - shares held by consolidated share incentive trusts; - "deemed" treasury shares arising from BEE transactions entered into; and - "deemed" treasury shares held by policyholders and mutual funds managed by them. At 30 June 2014 the effective interest held by RMI can be compared to the actual interest in the statutory issued share capital of the companies as follows: 30 June 2014 30 June 2013 Effective Actual Effective Actual Audited Audited Audited Audited Discovery 25.8% 25.0% 26.7% 25.0% MMI 25.2% 25.0% 25.2% 25.0% OUTsurance 84.7% 83.4% 85.3% 83.4% RMBSI 78.6% 76.4% 79.1% 76.4% SUMMARISED CONSOLIDATED INCOME STATEMENT for the year ended 30 June Restated 2014 2013 % R million Audited Audited change Earned premiums net of reinsurance 10 020 7 869 27 Fee and other income 138 146 (5) Investment income 625 631 (1) Profit on sale of subsidiary - 38 (100) Net fair value gains on financial assets 804 560 44 Income 11 587 9 244 25 Net claims paid (4 938) (3 873) 27 Fair value adjustment to investment contracts and insurance contract provisions (880) (1 010) (13) Fair value adjustment to financial liabilities (191) (201) (5) Acquisition, marketing and administration expenses (3 096) (2 367) 31 Profit before finance costs, share of after tax results of associates and taxation 2 482 1 793 38 Finance costs (79) (125) (37) Share of after tax results of associates 1 776 1 179 51 Profit before taxation 4 179 2 847 47 Taxation (870) (391) >100 Profit for the year 3 309 2 456 35 Attributable to: Equity holders of RMI 3 053 2 255 35 Non-controlling interests 256 201 27 Profit for the year 3 309 2 456 35 COMPUTATION OF HEADLINE EARNINGS for the year ended 30 June Restated 2014 2013 % R million Audited Audited change Earnings attributable to equity holders 3 053 2 255 35 Adjustment for: (Profit)/loss on dilution of shareholding (135) 11 Realised profit on sale of available-for-sale financial assets (49) (1) Intangible asset impairments 8 1 Loss on disposal of property and equipment 2 - Profit on sale of subsidiary - (24) Headline earnings attributable to equity holders 2 879 2 242 28 SOURCES OF HEADLINE EARNINGS for the year ended 30 June Restated 2014 2013 % R million Audited Audited change Headline earnings from: - Discovery 802 551 46 - MMI 807 628 29 - OUTsurance 1 229 1 031 19 - RMBSI 81 69 17 2 919 2 279 28 Funding and holding company costs (40) (37) (8) Headline earnings 2 879 2 242 28 COMPUTATION OF NORMALISED EARNINGS for the year ended 30 June Restated 2014 2013 % R million Audited Audited change Headline earnings attributable to equity holders 2 879 2 242 28 RMI's share of normalised adjustments made by associates: 189 341 Amortisation of intangible assets relating to business combinations 173 171 Net realised and fair value gains on shareholders' assets (136) (85) Fair value adjustment to puttable non-controlling interest financial liability 50 33 Corporate restructuring expenses 43 15 Basis and other changes and investment variances 40 92 Finance costs raised on puttable non-controlling interest financial liability 39 41 Non-controlling interest adjustment if no put options (20) (10) Recapture of reinsurance - 84 Group treasury shares (46) (17) Normalised earnings attributable to equity holders 3 022 2 566 18 COMPUTATION OF EARNINGS PER SHARE for the year ended 30 June Restated 2014 2013 % R million Audited Audited change Earnings attributable to equity holders 3 053 2 255 35 Headline earnings attributable to equity holders 2 879 2 242 28 Number of shares in issue (millions) 1 486 1 486 - Weighted average number of shares in issue (millions) 1 484 1 483 - Earnings per share (cents) 205.8 152.0 35 Diluted earnings per share (cents) 203.6 151.0 35 Headline earnings per share (cents) 194.0 151.1 28 Diluted headline earnings per share (cents) 191.9 150.1 28 Computation of normalised earnings per share Weighted average number of shares in issue (millions) 1 486 1 486 Normalised earnings per share (cents) 203.4 172.6 18 Diluted normalised earnings per share (cents) 201.3 171.3 18 Dividend cover (relative to normalised earnings) 1.9 1.8 Dividend per share (cents) Interim dividend 46.0 40.0 15 Final dividend 62.0 55.0 13 Total dividend 108.0 95.0 14 SUMMARISED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME for the year ended 30 June Restated 2014 2013 % R million Audited Audited change Profit for the year 3 309 2 456 35 Other comprehensive income for the year Items that may subsequently be reclassified to income Currency translation differences 125 71 76 Fair value movement on available-for-sale financial assets 41 19 >100 Deferred taxation relating to fair value movement on avaiable-for-sale financial assets (16) - - Share of other comprehensive income of associates 108 173 (38) Items that may subsequently be reclassified to income, after taxation 74 173 (57) Items that will not be reclassified to income, after taxation 34 - - Other comprehensive income for the year 258 263 (2) Total comprehensive income for the year 3 567 2 719 31 Total comprehensive income attributable to: Equity holders of RMI 3 288 2 505 31 Non-controlling interests 279 214 30 Total comprehensive income for the year 3 567 2 719 31 SUMMARISED CONSOLIDATED STATEMENT OF FINANCIAL POSITION as at 30 June Restated Restated 2014 2013 1 July 2012 R million Audited Audited Audited Assets Property and equipment 520 460 413 Goodwill and other intangible assets 110 43 50 Investments in associates 11 582 10 442 9 864 Financial assets 6 861 7 781 7 603 Loans and receivables including insurance receivables 3 078 1 668 998 Deferred acquisition cost 357 250 180 Reinsurance contracts 301 275 273 Deferred taxation 232 334 385 Disposal group held for sale - - 211 Cash and cash equivalents 4 725 2 664 2 462 Total assets 27 766 23 917 22 439 Equity Share capital and premium 13 592 13 632 13 614 Reserves 1 886 95 (316) Capital and reserves attributable to equity holders of the company 15 478 13 727 13 298 Non-controlling interests 899 614 645 Total equity 16 377 14 341 13 943 Liabilities Insurance contracts 5 948 4 797 3 669 Share-based payment liability 145 50 - Financial liabilities 3 704 3 601 3 730 Payables and provisions 1 189 913 700 Deferred taxation 379 176 324 Taxation 24 39 14 Disposal group held for sale - - 59 Total liabilities 11 389 9 576 8 496 Total equity and liabilities 27 766 23 917 22 439 STATEMENT OF CHANGES IN EQUITY Transac- Share tions capital Equity with non- Non- Audited and accounted controlling Other Retained controlling Total R million premium reserves interests reserves earnings interests equity Balance as at 1 July 2012 - As originally stated 13 614 420 (2 071) 88 1 133 626 13 810 - Change in accounting policy - - - 3 111 19 133 Restated balance as at 1 July 2012 13 614 420 (2 071) 91 1 244 645 13 943 Total comprehensive income for the year - 173 - 77 2 255 214 2 719 Dividend paid - - - - (2 154) (189) (2 343) Income of associates retained - 271 - - (271) - - Movement in treasury shares 18 21 - - - - 39 Transactions with non-controlling interests - 22 - - - - 22 Profit on preference share buy-back - 28 - - - - 28 Sale of subsidiary - - - (1) - (75) (76) Share-based payment reserve - - - 1 - - 1 Change from equity-settled to cash-settled scheme - - - (9) (2) (2) (13) Change in reserves due to a change in holding - - - 13 (13) 21 21 Balance as at 30 June 2013 13 632 935 (2 071) 172 1 059 614 14 341 Total comprehensive income for the year - 108 - 127 3 053 279 3 567 Dividend paid - - - - (1 500) (149) (1 649) Income of associates retained - 1 043 - - (1 043) - - BEE cost - 1 - - - - 1 Movement in treasury shares (40) 7 - - - - (33) Transactions with non-controlling interests - - (5) - - (2) (7) Issue of share capital to non-controlling interests by a subsidiary - - - - - 122 122 Change in reserves due to a change in holding - - - 44 (44) 35 35 Balance as at 30 June 2014 13 592 2 094 (2 076) 343 1 525 899 16 377 SUMMARISED CONSOLIDATED STATEMENT OF CASH FLOWS for the year ended 30 June 2014 2013 R million Audited Audited Cash available from operating activities 2 214 3 076 Dividends paid (1 500) (2 154) Investment activities 1 471 351 Financing activities (307) (1 164) Net increase in cash and cash equivalents 1 878 109 Unrealised foreign currency translation adjustments 183 93 Cash and cash equivalents at the beginning of the year 2 664 2 462 Cash and cash equivalents at the end of the year 4 725 2 664 SEGMENT REPORT The segmental analysis is based on the management accounts prepared for the group. RMI Discovery MMI OUTsurance RMBSI Other(1) group R million Audited Audited Audited Audited Audited Audited Year ended 30 June 2014 Operating profit - - 2 080 358 44 2 482 Finance costs - - (1) (15) (63) (79) Share of after tax results of associates 971 793 10 2 - 1 776 Profit/(loss) before taxation 971 793 2 089 345 (19) 4 179 Taxation - - (623) (244) (3) (870) Profit/(loss) for the year 971 793 1 466 101 (22) 3 309 Normalised earnings 866 899 1 448 101 (292) 3 022 Assets - - 9 765 5 667 642 16 074 Associates 5 291 6 212 26 53 - 11 582 Intangible assets - - 107 1 2 110 Total assets 5 291 6 212 9 898 5 721 644 27 766 Total liabilities - - 5 445 5 239 705 11 389 Year ended 30 June 2013 - Restated Operating profit - - 1 814 (36) 15 1 793 Finance costs - - (1) (20) (104) (125) Share of after tax results of associates 542 628 10 (1) - 1 179 Profit/(loss) before taxation 542 628 1 823 (57) (89) 2 847 Taxation - - (535) 146 (2) (391) Profit/(loss) for the year 542 628 1 288 89 (91) 2 456 Normalised earnings 699 803 1 209 89 (234) 2 566 Assets - - 7 686 5 111 635 13 432 Associates 4 456 5 935 23 28 - 10 442 Intangible assets - - 39 1 3 43 Total assets 4 456 5 935 7 748 5 140 638 23 917 Total liabilities - - 3 965 4 722 889 9 576 (1) "Other" includes RMI and consolidation entries. GEOGRAPHICAL SEGMENTS South New Africa Australia Zealand UK Total R million Audited Audited Audited Audited Audited Year ended 30 June 2014 Profit/(loss) 2 068 357 (22) - 2 403 Share of after tax results of associates 1 656 - - 120 1 776 Profit/(loss) before taxation 3 724 357 (22) 120 4 179 Taxation (766) (104) - - (870) Profit/(loss) for the year 2 958 253 (22) 120 3 309 Total assets 22 509 4 672 585 - 27 766 Total liabilities 7 760 3 608 21 - 11 389 South Africa Australia UK Total R million Audited Audited Audited Audited Year ended 30 June 2013 - Restated Profit 1 663 5 - 1 668 Share of after tax results of associates 1 172 - 7 1 179 Profit before taxation 2 835 5 7 2 847 Taxation (389) (2) - (391) Profit for the year 2 446 3 7 2 456 Total assets 20 929 2 988 - 23 917 Total liabilities 7 566 2 010 - 9 576 FINANCIAL INSTRUMENTS MEASURED AT FAIR VALUE The group's activities expose it to a variety of financial risks. The table below analyses financial instruments carried at fair value by level in the fair value hierarchy. The different levels are based on the extent that quoted prices are used in the calculation of the fair value of the financial instruments. These levels are defined as follows: Level 1 - fair value is based on quoted market prices (unadjusted) in active markets for identical instruments as measured on the reporting date. Level 2 - fair value is determined through valuation techniques based on observable market inputs. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. Level 3 - fair value is determined through valuation techniques which use significant unobservable inputs. Total Audited carrying R million Level 1 Level 2 Level 3 amount 30 June 2014 Financial assets Equity securities - available-for-sale 725 - - 725 - at fair value through profit or loss 2 070 34 - 2 104 Debt securities - available-for-sale - 540 - 540 - at fair value through profit or loss 126 2 855 415 3 396 Derivative asset - 17 - 17 Total financial assets recognised at fair value 2 921 3 446 415 6 782 Financial liabilities Convertible debentures - 15 - 15 Financial liabilities at fair value through profit or loss - - 105 105 Derivative liability - 20 - 20 Investment contracts 979 402 - 1 381 Total financial liabilities recognised at fair value 979 437 105 1 521 Year ended 30 June Audited R million 2014 2013 Reconciliation of movement in level 3 assets Balance at the beginning of the year 441 477 Amount received in the current year (5) - Investment income accrued 33 34 Dividends received from the OUTsurance Investment Trust (54) (70) Balance at the end of the year 415 441 Reconciliation of movement in level 3 liabilities Balance at the beginning of the year 110 115 Preference dividends charged to the income statement in respect of profit sharing arrangements 191 201 Preference dividends paid (196) (206) Balance at the end of the year 105 110 Total Audited carrying R million Level 1 Level 2 Level 3 amount 30 June 2013 Financial assets Equity securities - available-for-sale 676 - - 676 - at fair value through profit or loss 2 159 74 - 2 233 Debt securities - available-for-sale - 453 - 453 - at fair value through profit or loss 851 3 039 441 4 331 Derivative asset - 9 - 9 Total financial assets recognised at fair value 3 686 3 575 441 7 702 Financial liabilities Convertible debentures - 15 - 15 Financial liabilities at fair value through profit or loss - - 110 110 Derivative liability - 11 - 11 Investment contracts 951 407 - 1 358 Total financial liabilities recognised at fair value 951 433 110 1 494 The fair values of the above instruments were determined as follows: Level 1 The level 1 equity securities comprise listed preference share and ordinary share investments which are listed on a securities exchange. The fair values of these investments are calculated based on the closing bid prices on the last business day of the reporting period. The ordinary share investments include an investment in a listed exchange traded fund which tracks the performance of the top forty companies listed on the Johannesburg Securities Exchange. Debt securities represent South African Government issued interest securities and other listed interest securities on the Bond Exchange of South Africa. The carrying amount represents the closing bid prices on the last business day of the reporting period. Investment contract liabilities are valued with reference to the fair value of the underlying assets. Level 2 The level 2 fair value instruments include unlisted preference shares that are redeemable with a notice period ranging from thirty days to three years. Dividend yields range from 50.8% to 70% of the prime overdraft rate. The fair value of the preference shares which are redeemable within one year from the reporting date is deemed to equal the redemption value. The fair value of the preference shares with a maturity date of longer than one year is calculated on a discounted cash flow basis with the discount rate adjusted for changes in credit risk of the ultimate counterparty, being one of the large South African banks. Due to the redeemable nature, the preference shares are deemed to be debt securities. The fair values of collective investment scheme investments are determined by the closing unit price as quoted by the collective investment schemes. The collective investment schemes are not listed. The fair value of money market instruments and other interest securities are determined based on observable market inputs. The derivative asset and liability are valued with reference to the closing bid price of the underlying listed equities they relate to. Investment contract liabilities are valued with reference to the fair value of the underlying assets. Level 3 The level 3 financial asset at fair value through profit or loss represents an investment in the OUTsurance Investment Trust, the value of which is not significantly sensitive to an increase or decrease in the counterparty credit rating due to the collateralised nature of the transaction. The financial liabilities at fair value through profit or loss represent profits arising out of the profit sharing arrangements that accrue on a monthly basis and which are distributed as preference dividends on a six monthly basis. CHANGE IN ACCOUNTING POLICY During the year, the group changed its policy in respect of acquisition costs to allow for the deferral thereof on short-term policies with a term greater than a month and long-term policies. This change in accounting policy has been accounted for retrospectively and the comparatives have been restated. The effect of the change is as follows: RESTATEMENTS for the year ended 30 June 2013 Original Restated amount amount Difference R million Audited Audited Audited Statement of financial position Assets Deferred acquisition costs 38 250 212 Deferred taxation 414 334 (80) Increase in assets 452 584 132 Equity and liabilities Retained earnings 907 1 059 152 Currency translation reserve 124 134 10 Non-controlling interests 586 614 28 Insurance contracts 4 855 4 797 (58) Increase in equity and liabilities 6 472 6 604 132 Income statement Marketing and administration expenses (2 252) (2 201) 51 Transfer to policyholder liabilities under insurance contracts (28) (11) 17 Deferred taxation 93 73 (20) Increase in profit for the year (2 187) (2 139) 48 Attributable to: Equity holders of RMI 41 Non-controlling interests 7 Increase in profit for the year 48 RESTATEMENTS for the year ended 30 June 2012 Original Restated amount amount Difference R million Audited Audited Audited Statement of financial position Assets Deferred acquisition costs 32 180 148 Deferred taxation 441 385 (56) Increase in assets 473 565 92 Equity and liabilities Retained earnings 1 133 1 244 111 Currency translation reserve 70 73 3 Non-controlling interests 626 645 19 Insurance contracts 3 710 3 669 (41) Increase in equity and liabilities 5 539 5 631 92 Income statement Marketing and administration expenses (1 799) (1 668) 131 Transfer to policyholder liabilities under insurance contracts (12) 7 19 Deferred taxation 159 109 (50) Increase in profit for the year (1 652) (1 552) 100 Attributable to: Equity holders of RMI 85 Non-controlling interests 15 Increase in profit for the year 100 ADMINISTRATION RAND MERCHANT INSURANCE HOLDINGS LIMITED Registration number: 2010/005770/06 JSE ordinary share code: RMI ISIN code: ZAE000153102 (RMI) Directors GT Ferreira (Chairman), HL Bosman (CEO) (appointed 2 April 2014), JP Burger (appointed 30 June 2014), P Cooper, LL Dippenaar, JW Dreyer, JJ Durand, PM Goss, PK Harris, P Lagerström (appointed 30 June 2014), MM Morobe (appointed 1 August 2014), O Phetwe, (Ms) SEN Sebotsa and KC Shubane. Alternates: L Crouse and (Ms) A Kekana Secretary and registered office JS Human Physical address: 3rd Floor, 2 Merchant Place, corner of Fredman Drive and Rivonia Road, Sandton 2196 Postal address: PO Box 786273, Sandton 2146 Telephone: +27 11 282 8166 Telefax: +27 11 282 4210 Web address: www.rminsurance.co.za Sponsor (in terms of the JSE Limited Listings Requirements) Rand Merchant Bank (a division of FirstRand Bank Limited) Physical address: 1 Merchant Place, corner of Fredman Drive and Rivonia Road, Sandton 2196 Transfer secretaries Computershare Investor Services Proprietary Limited Physical address: Ground Floor, 70 Marshall Street, Johannesburg 2001 Postal address: PO Box 61051, Marshalltown 2107 Telephone: +27 11 370 5000 Telefax: +27 11 688 5221 Date: 11/09/2014 08:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Trading statement: Year ended 30 June 2014 RAND MERCHANT INSURANCE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) JSE ordinary share code: RMI ISIN: ZAE000153102 ("RMI" or "the Group") TRADING STATEMENT: YEAR ENDED 30 JUNE 2014 INTRODUCTION The JSE Limited Listings Requirements prescribe that an issuer must publish a trading statement as soon as it becomes apparent with a reasonable degree of certainty that Earnings per Share ("EPS") and/or Headline Earnings per Share ("HEPS") for the next reporting period are expected to differ by at least 20% from those of the previous corresponding reporting period. RMI regards Normalised EPS (which excludes non-operational items and accounting anomalies) as the key indicator of the Group's operational performance. RESTATEMENT OF PRIOR YEAR COMPARATIVE Shareholders are advised that following a change in accounting policy by a subsidiary, the Group's Normalised EPS, HEPS and EPS for the prior year ended 30 June 2013 have been restated as follows: As originally Year ended 30 June 2013 published As restated Normalised EPS(cents) 169.9 172.6 HEPS(cents) 148.4 151.1 EPS(cents) 149.2 152.0 Further analysis of the restatement will be provided in RMI's audited results for the year ended 30 June 2014. EARNINGS GUIDANCE FOR THE YEAR ENDED 30 JUNE 2014 The following guidance is provided to shareholders regarding the expected outcome for the year ended 30 June 2014: A. WHEN COMPARED TO THE RESULTS FOR THE YEAR ENDED 30 JUNE 2013 AS ORIGINALLY PUBLISHED ORIGINAL: Year ended Guidance: Year ended 30 June 2013 30 June 2014 Normalised EPS(cents) 169.9 17% to 23% increase HEPS(cents) 148.4 28% to 34% increase EPS(cents) 149.2 35% to 41% increase B. WHEN COMPARED TO THE RESULTS FOR THE YEAR ENDED 30 JUNE 2013 AFTER RESTATEMENT RESTATED: Year ended Guidance: Year ended 30 June 2013 30 June 2014 Normalised EPS(cents) 172.6 15% to 21% increase HEPS(cents) 151.1 25% to 31% increase EPS(cents) 152.0 32% to 38% increase The financial information on which this trading statement is based has not been reviewed and reported on by the Group's external auditors. RMI's audited results for the year ended 30 June 2014 are expected to be released on SENS on Thursday, 11 September 2014. Sandton 29 August 2014 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 29/08/2014 10:53:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Appointment of independent non-executive director RAND MERCHANT INSURANCE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) Registration number: 2010/005770/06 ISIN: ZAE000153102 Share code: RMI ("RMI") APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR In compliance with the JSE Limited Listings Requirements, RMI shareholders are advised of the appointment of Mr MM Morobe as an independent non-executive director to the RMI Board, effective 1 August 2014. Mr Murphy Morobe, Diploma in Project Management, MCEF- Princeton?91, has a career spanning more than 30 years covering inter alia the worlds of student activism, trade unionism, the public sector, politics, environment and conservation. A past CEO of Kagiso Media Limited, he is National Director of the Programme to Improve Learner Outcomes and continues to be involved in various social causes relating to youth development, environment and conservation. Mr Morobe also serves on the board of Remgro Limited as an independent non-executive director. Sandton 1 August 2014 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 01/08/2014 08:15:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Changes to Directorate RAND MERCHANT INSURANCE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) Registration number: 2010/005770/06 ISIN: ZAE000153102 Share code: RMI ("RMI" or "the group") CHANGES TO DIRECTORATE In compliance with the JSE Limited Listings Requirements, RMI shareholders are advised of the following changes to the RMI Board of Directors, effective 30 June 2014. APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTORS Mr JP Burger has been appointed as an independent non-executive director. Johan Burger, BCom(Hons), CA(SA), is the Deputy Chief Executive Officer of FirstRand Limited and Deputy Chairman of MMI Holdings Limited. Mr P Lagerström has been appointed as an independent non-executive director. Per Lagerström, BSc (Accounting), MSc (Economics), is the founder and co-owner of the Energos Group, involved in people analytics. Previously, he headed up the Financial and Insurance Group of McKinsey & Company in South Africa from 1990 to 2007. RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTOR Mr TV Mokgatlha has resigned as an independent non-executive director of RMI. The Board thanks Thabo for his contribution to the group and wishes him well with his future ventures. CHANGE IN STATUS OF DIRECTOR Mr L Crouse has resigned as a non-executive director and has been appointed as an alternate to Mr JJ Durand. COMPOSITION OF BOARD OF DIRECTORS Following the above changes, the RMI Board of Directors comprises thirteen directors, six of whom are independent non-executive directors, five of whom are non-executive directors and two of whom are executive directors. Sandton 30 June 2014 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 30/06/2014 10:10:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Appointment of Executive Director RAND MERCHANT INSURANCE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) JSE ordinary share code: RMI ISIN: ZAE000153102 ("RMI") APPOINTMENT OF EXECUTIVE DIRECTOR Shareholders are referred to the announcement released on SENS on 15 October 2013 detailing RMI's executive succession plan. In compliance with the JSE Limited Listings Requirements, RMI confirms that Mr Herman Bosman has been appointed to the board of directors of RMI ("RMI Board") as Chief Executive Officer Designate with effect from 2 April 2014. The RMI Board welcomes Herman and wishes him well in his new position. Sandton 2 April 2014 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 02/04/2014 11:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

Summarised, unaudited interim results and cash dividend declaration for the six months ended 31 December 2013 RAND MERCHANT INSURANCE HOLDINGS LIMITED (RMI) Registration number: 2010/005770/06 JSE ordinary share code: RMI ISIN code: ZAE000153102 Summarised, unaudited interim results announcement and cash dividend declaration for the six months ended 31 December 2013 FINANCIAL HIGHLIGHTS Normalised earnings +18% to 90.1 cents per share Ordinary dividend +15% to 46.0 cents per share Market value +33% to 2 745 cents per share THE RMI GROUP AT A GLANCE The interests of RMI comprise a portfolio of South Africa's premier insurance brands: Discovery Effective interest 25.8% Discovery Limited (Discovery) services the healthcare funding and insurance markets in South Africa, the UK, the USA and Asia. As a pre-eminent developer of integrated financial services products, it operates under a number of brand names, the more significant of which are Discovery Health, Discovery Life, Discovery Invest, DiscoveryCard, Discovery Insure, Vitality, PruHealth, PruProtect and Ping An Health. MMI Holdings Effective interest 25.2% The core businesses of MMI Holdings Limited (MMI) are life insurance, employee benefits, investment and savings, healthcare solutions and short-term insurance. Product solutions are provided to all market segments in South Africa, the rest of Africa and selected international countries, principally under the Momentum and Metropolitan brand names. OUTsurance Effective interest 84.8% OUTsurance Holdings Limited (OUTsurance) is a direct personal lines and small business short-term insurer. Pioneers of the OUTbonus concept, it has grown rapidly by applying a scientific approach to risk selection, product design and claims management. Its South African direct life insurance business has reached critical mass and is fast gaining traction. The launch of Youi, its direct personal lines initiative in Australia has been successful and is exceeding expectations. RMB Structured Insurance Effective interest 79.1% RMB Structured Insurance Limited (RMBSI) holds both short-term and life insurance licences. It creates bespoke insurance and financial risk solutions for South Africa's large corporations by using sophisticated risk techniques and innovative financial structures. In addition, it partly owns a portfolio of underwriting management agencies. Basis of preparation This report covers the unaudited financial results of RMI for the six months ended 31 December 2013. These summarised results have been prepared in accordance with: - International Financial Reporting Standards (IFRS), including IAS 34: Interim financial reporting; - the requirements of the South African Companies Act, Act 71 of 2008, as amended; and - the Listings Requirements of the JSE Limited. The primary results and accompanying commentary are presented on a normalised basis. We believe this most accurately reflects underlying economic performance. The normalised earnings have been derived from the unaudited IFRS financial results. A reconciliation of the adjustments made to derive normalised earnings is presented in the accompanying schedules. The accounting policies applied are consistent with those applied in the previous financial year, except for changes required by the mandatory adoption of new and revised IFRS. The adoption of IFRS 10: Consolidated financial statements, had resulted in the consolidation and non-consolidation of certain entities by RMI's associates without any impact on the profit or net asset value of these associates in previous accounting periods. As a result of this, the restatements made by RMI's associates as required by IFRS 10 had no impact on RMI's results as previously reported. Schalk Human, CA(SA), prepared these consolidated financial results under the supervision of Peter Cooper, CA(SA). The board of directors takes full responsibility for the preparation of this announcement. Operating environment The South African macro-economic environment for the first six months of the financial year continued to be challenging. From a local economic perspective we had to contend with a far less benign global financial environment. South Africa, with its current account deficit and large financing requirement, was particularly vulnerable to slowing capital flows and the Rand weakened rapidly. This placed upward pressure on inflation and led to the South African Reserve Bank's decision to increase the repo rate by 50 basis points in January 2014. These external headwinds, combined with a slowdown in real income growth, resulted in continued pressure on South African households. GDP growth in South Africa remains subdued. Capacity constraints and labour market unrest negatively impacted the supply side of the economy. As a result, consumer confidence remained uncertain, with the above-mentioned labour uncertainty and unemployment reducing disposable and/or investible income. For our group companies this resulted in an environment where operating conditions remained challenging and highly competitive during the period under review. Overview of results Notwithstanding such an uncertain backdrop, most of the businesses in which RMI is invested produced gratifying results for the half year, with strong positive growth in normalised earnings being recorded by Discovery and OUTsurance: Six months Six months ended ended Year ended 31 December 31 December 30 June 2013 2012 % 2013 R million Unaudited Unaudited change Audited Discovery 1 650 1 349 22 2 787 MMI 1 690 1 501 13 3 241 OUTsurance 594 493 20 1 161 RMBSI 24 55 (56) 89 - Discovery's growth stemmed from strong performances by its core businesses in South Africa (Life, Health and Invest) while PruProtect in the UK also grew strongly. - OUTsurance's growth was driven by a significant improvement in Youi's loss position as well as a satisfactory performance by the SA short-term insurance operations. RMI's attributable share of this outcome for the six months ended 31 December 2013 was as follows: Six months Six months ended ended Year ended 31 December 31 December 30 June 2013 2012 % 2013 R million Unaudited Unaudited change Audited Normalised earnings from: - Discovery 413 337 23 699 - MMI 419 368 14 803 - OUTsurance 502 412 22 990 - RMBSI 20 42 (52) 70 1 354 1 159 17 2 562 Funding and holding company costs (16) (22) 27 (37) Normalised earnings 1 338 1 137 18 2 525 Normalised earnings per share (cents) 90.1 76.5 18 169.9 The gross interim dividend of 46.0 cents per share represents a 15% increase and is covered 2.0 times by the normalised earnings (2012: 1.9 times). Market value of investments On the back of strong financial performance, Discovery benefited from a significant market re-rating during the period, with its JSE market capitalisation increasing by 36% on a year-on-year basis. Over the year, RMI's market capitalisation increased by 33%. On a "look-through" basis, the market value attributed to RMI's interest in OUTsurance (83.4% held) and RMBSI (76.4% held) increased by 44% to R18.4 billion, reflecting market recognition of the progress made in building out OUTsurance's Australian initiative and the strength of its South African franchise. As at As at As at 31 December 31 December 30 June 2013 2012 2013 R million Unaudited Unaudited % change Audited Market value of interest in: - Discovery 12 510 9 207 36 12 445 - MMI 9 929 8 701 14 8 701 Market value of listed investments 22 439 17 908 25 21 146 Implied market value of unlisted investments 18 377 12 757 44 16 337 Gross market value of portfolio 40 816 30 665 33 37 483 Net liabilities of the holding company (34) (90) (62) (44) RMI market capitalisation 40 782 30 575 33 37 439 RMI closing share price (cents) 2 745 2 058 33 2 520 At 31 December 2013 the net borrowings carried at the corporate centre by RMI was insignificant. Interim dividend payment RMI follows a stated practice of returning to shareholders net dividends (after providing for funding and operational costs incurred at the centre) received by it in the ordinary course of business. Having due regard to the interim dividends receivable from our underlying investments and applying the dividend practice outlined above, the board of RMI has resolved to declare a gross interim dividend of 46.0 cents per ordinary share (2012: 40.0 cents). Such dividend is covered 2.0 times by normalised earnings per share (2012: 1.9 times). Dividend Withholding Tax (DWT) at a rate of 15% is levied on dividends paid to shareholders who are not exempt from DWT. RMI has accumulated Secondary Tax on Companies (STC) credits that have been used to reduce the DWT liability arising, which will result in a net dividend of 39.14671 cents per ordinary share for those shareholders who are not exempt. The board is of the opinion that RMI is adequately capitalised at this stage and that the company will be able to meet its obligations in the foreseeable future after payment of the interim dividend. In evaluating the likely rate of growth in future dividends from RMI, shareholders should take cognisance of the fact that OUTsurance, which currently contributes some 49% of RMI's dividend flow, has embarked on an accelerated growth plan in Australia and will be entering the New Zealand market on an incremental basis. This will require greater re-investment of earnings in the initiatives. In the medium term the rate of growth in dividends that RMI receives from OUTsurance may lag behind the rate of growth in earnings accruing from that source. Outlook for the coming year South Africa's dependence on foreign capital flows to fund the wide current account deficit continues to introduce uncertainty and vulnerability to the macro- economic outlook. The recent increase in the repo rate is likely to be the first in an interest rate hiking cycle. This will place further pressure on the South African consumer and growth in new insurance business volumes will continue to be dependent on a recovery in employment and improved disposable income levels. - Discovery sees the progress made over the last six months as positioning it strongly for continued growth and profitability into the future. - MMI believes that it has identified and is implementing innovative strategies to unlock value over time. - OUTsurance believes that conditions in its South African business will remain largely unchanged. It expects to continue to penetrate the Australian market giving rise to strong topline growth together with enhanced economies of scale. From a shareholder perspective, we believe that all the strategic imperatives required to enable the group to continue to deliver real growth in earnings are in place. The information provided above is not an earnings forecast and has not been reviewed and reported on by the company's external auditors. For and on behalf of the board. GT Ferreira P Cooper Chairman Chief executive officer Sandton 6 March 2014 DIVIDEND DECLARATION Interim cash dividend declaration Notice is hereby given that a gross interim dividend of 46.0 cents per ordinary share payable out of income reserves was declared on 6 March 2014 in respect of the six months ended 31 December 2013. The company has utilised STC credits amounting to 0.31140 cents per ordinary share. The balance of the dividend will be subject to DWT at a rate of 15%, which will result in a net dividend of 39.14671 cents per ordinary share for those shareholders who are not exempt. The company's tax reference number is 9469/826/16/9. Its issued share capital at the declaration date is 1 485 688 346 ordinary shares and 648 001 redeemable preference shares. Shareholders' attention is drawn to the following important dates: - Last day to trade in order to participate in this dividend Thursday, 20 March 2014 - Shares commence trading "ex dividend" on Monday, 24 March 2014 - The record date for the dividend payment will be Friday, 28 March 2014 - Dividend payment date Monday, 31 March 2014 No de-materialisation or re-materialisation of share certificates may be done between Monday, 24 March 2014 and Friday, 28 March 2014 (both days inclusive). By order of the board. JS Human Company secretary 6 March 2014 REVIEW OF INVESTMENT PERFORMANCE For a comprehensive review of the investment performance of RMI's investee companies, shareholders are referred to www.rminsurance.co.za. Summarised consolidated income statement Six months ended Year ended 31 December 30 June 2013 2013 2012 % R million Unaudited Unaudited change Audited Earned premiums net of reinsurance 4 741 3 670 29 7 869 Fee income 82 67 22 146 Investment income 218 234 (7) 631 Profit on sale of subsidiary - 42 (100) 38 Net fair value gains on financial assets 454 479 (5) 560 Income 5 495 4 492 22 9 244 Net claims paid (2 671) (2 157) 24 (3 873) Fair value adjustment to investment contracts and insurance contract provisions (342) (259) 32 (1 027) Fair value adjustment to financial liabilities (85) (85) - (201) Acquisition, marketing and administration expenses (1 473) (1 151) 28 (2 418) Profit before finance costs, share of after tax results of associates and taxation 924 840 10 1 725 Net finance costs (46) (66) (30) (125) Share of after tax results of associates 1 026 685 50 1 179 Profit before taxation 1 904 1 459 31 2 779 Taxation (255) (224) 14 (371) Profit for the period 1 649 1 235 34 2 408 Attributable to: Equity holders of RMI 1 553 1 146 36 2 214 Non-controlling interests 96 89 8 194 Profit for the period 1 649 1 235 34 2 408 Computation of headline earnings Six months ended Year ended 31 December 30 June 2013 2013 2012 % R million Unaudited Unaudited change Audited Earnings attributable to equity holders 1 553 1 146 36 2 214 Adjustment for: (Profit)/loss on dilution of shareholding (145) 4 11 Realised profit on sale of available-for-sale financial assets (9) (1) (1) Goodwill and other impairments 4 - 1 Loss on disposal of property and equipment 3 - - Profit on sale of subsidiary - (26) (24) Headline earnings attributable to equity holders 1 406 1 123 25 2 201 Sources of headline earnings Six months ended Year ended 31 December 30 June 2013 2013 2012 % R million Unaudited Unaudited change Audited Headline earnings from: - Discovery 446 330 35 551 - MMI 449 350 28 628 - OUTsurance 505 421 20 990 - RMBSI 22 44 (50) 69 1 422 1 145 24 2 238 Funding and holding company costs (16) (22) 27 (37) Headline earnings 1 406 1 123 25 2 201 Computation of earnings per share Six months ended Year ended 31 December 30 June 2013 2013 2012 % R million Unaudited Unaudited change Audited Earnings attributable to equity holders 1 553 1 146 36 2 214 Headline earnings attributable to equity holders 1 406 1 123 25 2 201 Number of shares in issue (millions) 1 486 1 486 - 1 486 Weighted average number of shares in issue (millions) 1 483 1 483 - 1 483 Earnings per share (cents) 104.7 77.3 35 149.2 Diluted earnings per share (cents) 103.7 77.0 35 148.2 Headline earnings per share (cents) 94.8 75.7 25 148.4 Diluted headline earnings per share (cents) 93.7 75.4 24 147.4 Dividend per share (cents) Interim dividend 46.0 40.0 15 40.0 Final dividend - - - 55.0 Total dividend 46.0 40.0 15 95.0 Summarised consolidated statement of comprehensive income Six months ended Year ended 31 December 30 June 2013 2013 2012 % R million Unaudited Unaudited change Audited Profit for the period 1 649 1 235 34 2 408 Other comprehensive income for the period Items that may subsequently be reclassified to income, before and after taxation Currency translation differences 30 42 (29) 62 Fair value movement on available-for-sale financial assets 42 26 62 19 Share of other comprehensive income of associates 98 77 27 173 Items that may subsequently be reclassified to income, after taxation 84 64 31 173 Items that will not be reclassified to income, after taxation 14 13 8 - Other comprehensive income for the period 170 145 17 254 Total comprehensive income for the period 1 819 1 380 32 2 662 Total comprehensive income attributable to: Equity holders of RMI 1 712 1 281 34 2 457 Non-controlling interests 107 99 8 205 Total comprehensive income for the period 1 819 1 380 32 2 662 Summarised consolidated statement of financial position As at As at As at 31 December 31 December 30 June 2013 2012 2013 R million Unaudited Unaudited Audited Assets Property and equipment 525 442 460 Goodwill and other intangible assets 28 55 43 Investments in associates 11 145 10 061 10 442 Financial assets 7 917 7 244 7 781 Loans and receivables including insurance receivables 1 719 1 208 1 668 Taxation 16 7 - Deferred acquisition cost 30 30 38 Reinsurance contracts 425 335 275 Deferred taxation 431 444 414 Cash and cash equivalents 3 256 2 457 2 664 Total assets 25 492 22 283 23 785 Equity Share capital and premium 13 590 13 615 13 632 Reserves 826 (693) (67) Capital and reserves attributable to equity holders of the company 14 416 12 922 13 565 Non-controlling interests 750 545 586 Total equity 15 166 13 467 14 151 Liabilities Insurance contracts 5 798 4 532 4 855 Share-based payment liability 44 29 50 Financial liabilities 3 308 3 246 3 601 Payables and provisions 993 681 913 Deferred taxation 174 311 176 Taxation 9 17 39 Total liabilities 10 326 8 816 9 634 Total equity and liabilities 25 492 22 283 23 785 Statement of changes in equity Share Transactions capital Equity with non- Non- and accounted controlling Other Retained controlling Total Unaudited premium reserves interests reserves earnings interests equity Balance as at 1 July 2012 13 614 420 (2 071) 88 1 133 626 13 810 Total comprehensive income for the period - 77 - 57 1 146 99 1 379 Dividends paid - - - - (1 560) (123) (1 683) Income of associates retained - 79 - - (79) - - Movement in treasury shares 1 6 - - - - 7 Transactions with non-controlling interests - 23 - - - - 23 Sale of subsidiary - - - (1) (1) (76) (78) Share-based payment reserve - - - 1 - - 1 Change from equity-settled to cash-settled scheme - - - (9) (2) (2) (13) Change in reserves due to a change in holding - - - 14 (14) 21 21 Balance as at 31 December 2012 13 615 605 (2 071) 150 623 545 13 467 Balance as at 1 July 2013 13 632 935 (2 071) 162 907 586 14 151 Total comprehensive income for the period - 98 - 61 1 553 107 1 819 Dividends paid - - - - (817) (86) (903) Income of associates retained - 625 - - (625) - - Movement in treasury shares (42) 3 - - - - (39) Transactions with non-controlling interests - - (5) - - (2) (7) Issue of share capital by a subsidiary - - - - - 112 112 Change in reserves due to a change in holding - - - 43 (43) 33 33 Balance as at 31 December 2013 13 590 1 661 (2 076) 266 975 750 15 166 Summarised consolidated statement of cash flows Six months ended Year ended 31 December 30 June 2013 2013 2012 R million Unaudited Unaudited Audited Cash available from operating activities 1 346 2 056 3 076 Dividends paid (817) (1 560) (2 154) Investment activities 195 261 351 Financing activities (174) (789) (1 164) Net increase/(decrease) in cash and cash equivalents 550 (32) 109 Unrealised foreign currency translation adjustments 42 27 93 Cash and cash equivalents at the beginning of the period 2 664 2 462 2 462 Cash and cash equivalents at the end of the period 3 256 2 457 2 664 Computation of normalised earnings Six months ended Year ended 31 December 30 June 2013 2013 2012 % R million Unaudited Unaudited change Audited Headline earnings attributable to equity holders 1 406 1 123 25 2 201 RMI's share of normalised adjustments made by associates: (46) 38 341 Amortisation of intangible assets relating to business combinations 80 87 171 Basis and other changes and investment variances (16) (3) 92 Finance costs raised on puttable non-controlling interest financial liability 19 20 41 Fair value adjustment to puttable non-controlling interest financial liability (26) - 33 Non-controlling interest allocation if no put options (10) (8) (10) Net realised and fair value gains on shareholders' assets (100) (58) (85) Once-off costs 7 - 15 Recapture of reinsurance - - 84 Group treasury shares (22) (24) (17) Normalised earnings attributable to equity holders 1 338 1 137 18 2 525 Computation of normalised earnings per share Six months ended Year ended 31 December 30 June 2013 2013 2012 % Unaudited Unaudited change Audited Weighted average number of shares in issue (millions) 1 486 1 486 1 486 Normalised earnings per share (cents) 90.1 76.5 18 169.9 Diluted normalised earnings per share (cents) 89.1 76.3 17 168.6 Dividend cover (dividend relative to normalised earnings) 2.0 1.9 1.8 Effective interest RMI's effective interest in the group entities is different from the actual holdings as a result of the following consolidation adjustments: - treasury shares held by the group entities; - shares held by consolidated share incentive trusts; - "deemed" treasury shares arising from BEE transactions entered into; and - "deemed" treasury shares held by policyholders and mutual funds managed by them. At 31 December 2013 the effective interest held by RMI can be compared to the actual interest in the statutory issued share capital of the companies as follows: 31 December 2013 31 December 2012 Effective Actual Effective Actual Unaudited Unaudited Unaudited Unaudited Discovery 25.8% 25.0% 26.7% 25.0% MMI 25.2% 25.0% 25.2% 25.0% OUTsurance 84.8% 83.4% 85.3% 83.4% RMBSI 79.1% 76.4% 79.1% 76.4% Segment report The segmental analysis is based on the management accounts prepared for the group. Discovery MMI OUTsurance RMBSI Other(1) RMI group R million Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Six months ended 31 December 2013 Operating profit - - 843 37 44 924 Finance costs - - - (7) (39) (46) Share of after tax results of associates 455 453 4 (1) 115 1 026 Profit before taxation 455 453 847 29 120 1 904 Taxation - - (248) (5) (2) (255) Profit for the period 455 453 599 24 118 1 649 Normalised earnings 413 419 594 24 (112) 1 338 Assets - - 8 383 5 286 650 14 319 Associates 5 013 6 066 19 47 - 11 145 Intangible assets - - 25 1 2 28 Total assets 5 013 6 066 8 427 5 334 652 25 492 Total liabilities - - 4 706 4 930 690 10 326 Six months ended 31 December 2012 Operating profit - - 776 67 (3) 840 Finance costs - - - (11) (55) (66) Share of after tax results of associates 331 369 6 - (21) 685 Profit before taxation 331 369 782 56 (79) 1 459 Taxation - - (220) (1) (3) (224) Profit for the period 331 369 562 55 (82) 1 235 Normalised earnings 337 368 493 55 (116) 1 137 Assets - - 6 975 4 618 574 12 167 Associates 4 235 5 798 18 10 - 10 061 Intangible assets - - 51 1 3 55 Total assets 4 235 5 798 7 044 4 629 577 22 283 Total liabilities - - 3 518 4 226 1 072 8 816 (1) "Other" includes RMI Holdings Limited, consolidation of treasury shares and other consolidation entries. Geographical segments South Africa Australia Total R million Unaudited Unaudited Unaudited Six months ended 31 December 2013 Profit/(loss) before taxation 1 907 (3) 1 904 Taxation (256) 1 (255) Profit/(loss) for the period 1 651 (2) 1 649 Total assets 21 931 3 561 25 492 Total liabilities 7 734 2 592 10 326 Six months ended 31 December 2012 Profit/(loss) before taxation 1 529 (70) 1 459 Taxation (245) 21 (224) Profit/(loss) for the period 1 284 (49) 1 235 Total assets 19 956 2 327 22 283 Total liabilities 7 282 1 534 8 816 Financial instruments measured at fair value The group's activities expose it to a variety of financial risks. The interim results announcement does not include all financial risk management information and disclosures required in the annual financial statements and should be read in conjunction with the group's annual integrated report for the year ended 30 June 2013. The table below analyses financial instruments carried at fair value by level in the fair value hierarchy. The different levels are based on the extent that quoted prices are used in the calculation of the fair value of the financial instruments. These levels are defined as follows: Level 1 - fair value is based on quoted market prices (unadjusted) in active markets for identical instruments as measured at the reporting date. Level 2 - fair value is determined through valuation techniques based on observable market inputs. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible at entity specific estimates. Level 3 - fair value is determined through valuation techniques which use significant unobservable inputs. Total Unaudited carrying R million Level 1 Level 2 Level 3 amount 31 December 2013 Financial assets Equity securities - available-for-sale 719 - - 719 - at fair value through profit or loss 2 388 26 - 2 414 Debt securities - available-for-sale - 538 - 538 - at fair value through profit or loss 905 2 828 423 4 156 Derivative asset - 11 - 11 Total financial assets recognised at fair value 4 012 3 403 423 7 838 Financial liabilities Convertible debentures - 15 - 15 Financial liabilities at fair value through profit or loss - - 85 85 Derivative liability - 17 - 17 Investment contracts 863 419 - 1 282 Total financial liabilities recognised at fair value 863 451 85 1 399 Six months ended 31 December Unaudited R million 2013 2012 Reconciliation of movement in level 3 assets Balance at the beginning of the period 441 477 Amount received in the current period (5) - Investment income accrued 17 18 Dividends received from the OUTsurance Investment Trust (30) (45) Balance at the end of the period 423 450 Reconciliation of movement in level 3 liabilities Balance at the beginning of the period 110 115 Preference dividends charged to the income statement in respect of cell captive arrangements and profit shares 85 85 Preference dividends paid (110) (114) Balance at the end of the period 85 86 Total Unaudited carrying R million Level 1 Level 2 Level 3 amount 31 December 2012 Financial assets Equity securities - available-for-sale 683 - - 683 - at fair value through profit or loss 1 711 29 - 1 740 Debt securities - available-for-sale - 663 - 663 - at fair value through profit or loss 959 2 670 450 4 079 Total financial assets recognised at fair value 3 353 3 362 450 7 165 Financial liabilities Convertible debentures - 15 - 15 Financial liabilities at fair value through profit or loss - - 86 86 Investment contracts 826 420 - 1 246 Total financial liabilities recognised at fair value 826 435 86 1 347 The fair values of the above instruments were determined as follows: Level 1 The level 1 equity securities comprise listed preference share and ordinary share investments which are listed on a securities exchange. The fair values of these investments are calculated based on the closing bid prices on the last business day of the reporting period. The ordinary share investments include an investment in a listed exchange traded fund which tracks the performance of the top forty companies listed on the JSE. Debt securities represent South African government issued interest securities and other listed interest securities on the Bond Exchange of South Africa. The carrying amount represents the closing bid prices on the last business day of the reporting period. Investment contract liabilities are valued with reference to the fair value of the underlying assets. Level 2 The level 2 fair value instruments include unlisted preference shares that are redeemable with a notice period ranging from thirty days to three years. Dividend yields range from 50.8% to 70% of the prime overdraft rate. The fair value of the preference shares which are redeemable within one year from the reporting date is deemed to equal the redemption value. The fair value of the preference shares with a maturity date of longer than one year is calculated on a discounted cash flow basis with the discount rate adjusted for changes in credit risk of the ultimate counterparty, being one of the large South African banks. Due to the redeemable nature, the preference shares are deemed to be debt securities. The fair values of collective investment schemes investments are determined by the closing unit price as quoted by the collective investment schemes. The collective investment schemes are not listed. The fair value of money market instruments and other interest securities are determined based on observable market inputs. The derivative asset and liability are valued with reference to the closing bid prices of the underlying listed equities they relate to. Investment contract liabilities are valued with reference to the fair value of the underlying assets. Level 3 The level 3 financial asset at fair value through profit or loss represents an investment in the OUTsurance Investment Trust, the value of which is not significantly sensitive to an increase or decrease in the counterparty credit rating due to the collateralised nature of the transaction.The financial liabilities at fair value through profit or loss represent profits arising out of the cell captives and profit sharing arrangements that accrue on a monthly basis and which are distributed as preference dividends on a six monthly basis. ADMINISTRATION Directors GT Ferreira (Chairman), P Cooper (CEO), L Crouse, LL Dippenaar, JW Dreyer, JJ Durand, PM Goss, PK Harris, TV Mokgatlha, O Phetwe, (Ms) SEN Sebotsa and KC Shubane Alternate: (Ms) A Kekana Secretary and registered office JS Human Physical address: 3rd Floor, 2 Merchant Place, corner of Fredman Drive and Rivonia Road, Sandton 2196 Postal address: PO Box 786273, Sandton 2146 Telephone: +27 11 282 8166 Telefax: +27 11 282 4210 Web address: www.rminsurance.co.za Sponsor (in terms of the JSE Limited Listings Requirements) Rand Merchant Bank (a division of FirstRand Bank Limited) Physical address: 1 Merchant Place, corner of Fredman Drive and Rivonia Road, Sandton 2196 Transfer secretaries Computershare Investor Services Proprietary Limited Physical address: Ground Floor, 70 Marshall Street, Johannesburg 2001 Postal address: PO Box 61051, Marshalltown 2107 Telephone: +27 11 370 5000 Telefax: +27 11 688 5221 Date: 06/03/2014 08:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.